1991/01/08 City Council Resolution28028 -01 JHHW:WHM:pch 12/07/90 M0251
pch 12/28/90
pch 01/03/91
RESOLUTION NO. 91 -11
RESOLUTION OF THE ROHNERT PARK CITY COUNCIL APPROVING
PRELIM[NARY OFFICIAL STATEMENT FOR PUBLIC SAFETY FACILITY
FINANCING, APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF
CERTAIN LEASE FINANCING DOCUMENTS, AND AUTHORIZING AND
DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO
RESOLVED, by the City Council of the City of Rohnert Park (the "City "):
WHEREAS, the City has determined that it is in the interests of the City at this
time to provide for the financing of the acquisition and construction of a new public safety
building, together with related and appurtenant facilities (the "Project "); and
WHEREAS, in order to provide moneys to pay the costs of constructing the Project,
the Community Development Agency of the City of Rohnert Park (the "Agency ") proposes
to lease the Project to the City pursuant to a Lease Agreement, dated as of January 1, 1991
(the "Lease Agreement "); and
WHEREAS, under the Lease Agreement, the Agency is required to cause to be
deposited certain sums of money to be credited, held and applied in accordance with the
Lease Agreement, and with a Trust Agreement, dated as of January 1, 1991 (the "Trust
Agreement ") by and among the Agency, the City and the Security Pacific National Bank
(the "Trustee ") and
WHEREAS, upon delivery of the Lease Agreement, the Agency is required to
deliver to the City for deposit into the Construction Fund established under the Trust
Agreement, in addition to other moneys to be deposited with the Trustee, moneys for the
acquisition, construction and furnishing of the Project. For the purpose of obtaining
such moneys, the Agency is willing to sell to certain persons (the "Owners ") undivided
fractional interests in the Lease Payments, such fractional interests to be evidenced by
certificates of participation therein (the "Certificates "). In order to make such undivided
fractional interests marketable on terms acceptable to the City, the Agency is willing¢ to
assign and transfer its rights under the Lease Agreement to the Trustee for the benefit of
the Owners of the Certificates. Concurrently with the delivery of this Agreement, the
Trustee is executing and delivering the Certificates on behalf of the City in an aggregate
face amount of not -to- exceed Eight Million One Hundred Thousand Dollars ($8,100,000).
The proceeds of such sale are anticipated to be sufficient to permit the Agency to make the
deposits required under the Lease Agreement and the Trust Agreement and to permit
the Agency to pay therewith the cost of acquisition, construction and furnishing of the
Project; and
. WHEREAS, the Agency has determined that the Project is of substantial benefit to
the Rohnert Park Community Development Project Area, and has agreed to reimburse
the City for all or a portion of the costs of the Project, pursuant to that certain
Reimbursement Agreement, by and between the City and the Agency, dated as January
1, 1991 (the "Reimbursement Agreement "); and
WHEREAS, in connection therewith, it is in the public interest and for the public
benefit that the City authorize and direct execution of the Lease Agreement and certain
other financing documents in connection therewith; and
WHEREAS, in connection therewith, and pursuant to the City's authorization,
Stone & Youngberg (the "Underwriter ") has prepared and presented to the City a form of
preliminary official statement containing information material to the offering and sale of
the certificates of participation described below (the "Preliminary Official Statement ")
and a Contract of Purchase (the "Contract of Purchase ") relating to the purchase by the
Underwriter of the Certificates; and
WHEREAS, the documents below specified have been filed with the City Clerk, and
the members of the City Council, with the aid of its staff, have reviewed said documents;
NOW, THEREFORE, it is hereby ORDERED and DETERN HNED, as follows:
SECTION 1. The below - enumerated documents be and are hereby approved, and
the Mayor, the City Manager and the Finance Director are hereby separately authorized
and directed to execute said documents, with such changes, insertions and omissions as
may be approved by such official, and the City Clerk is hereby authorized and directed to
attest to such official's signature:
(a) a site lease, in substantially the form on file with the City Clerk,
relating to the leasing of the Site, between the City, as lessor, and the Agency, as
lessee (the "Site Lease ");
(b) a lease agreement, in substantially the form on file with the City Clerk,
relating to the leasing of the Project, between the Agency, as lessor, and the City,
as lessee (the "Lease Agreement ");
(c) a trust agreement, in substantially the form on file with the City Clerk,
by and among the Agency, the City and the Trustee, relating to the financing and
the execution and delivery of certificates of participation evidencing the fractional
interests of the owners thereof in lease payments to be made by the City under the
Lease Agreement (the "Certificates of Participation "); and
(d) a Reimbursement Agreement, in substantially the form on file with the
City Clerk, relating to the Agency's reimbursement to the City of the City's cost of
acquiring and constructing the Project; and
(e) A Contract of Purchase, in substantially the form on file with the City
Clerk, by and between the City and the Underwriter, so long as the discount on the
Certificates does not exceed 1.375 %, so long as the principal amount of Certificates
to be purchased thereunder does not exceed $8,100,000, and so long as the net
interest cost on the Certificates does not exceed 8 %.
SECTION 2. The Preliminary Official Statement relating to the Certificates of
Participation, be and is hereby approved, and the Mayor, the City Manager and the
Finance Director are hereby separately authorized and directed to approve the
distribution of the Preliminary Official Statement in connection with the offering and sale
of the Certificates of Participation.
SECTION 3. The Mayor, the City Manager and the Finance Director are
separately authorized to approve corrections and additions to the Preliminary Official
Statement by supplement or amendment thereto, or otherwise as appropriate, provided
that any such corrections or additions shall be necessary to cause the information
contained therein to conform with facts material to the Certificates of Participation, or to
the proceedings of the City or such corrections or additions are in form rather than in
substance.
-2-
SECTION4. The Mayor, the City Manager and the Finance Director are
separately authorized and directed to cause the Preliminary Official Statement to be
brought into the form of a final official statement (the "Final Official Statement ") and to
execute said Final Official Statement, dated as of the date of the sale of the Certificates of
Participation, and the City Manager and Finance Director are separately authorized and
directed to execute a statement that the facts contained in the Final Official Statement,
and any supplement or amendment thereto (which shall be deemed an original part
thereof for the purpose of such statement) were, at the time of sale of the Certificates of
Participation, true and correct in all material respects and that the Final Official
Statement did not, on the date of sale of the Certificates of Participation, and does not, as
of the date of delivery of the Certificates of Participation, contain any untrue statement of
a material fact with respect to the City or omit to state material facts with respect to the
City required to be stated where necessary to make any statement made therein not
misleading in the light of the circumstances under which it was made. The Mayor, the
City Manager or the Finance Director, shall take such further actions prior to the
signing of the Final Official Statement as are deemed necessary or appropriate to verify
the accuracy thereof.
SECTION 5. The Final Official Statement, when prepared, is approved for
distribution in connection with the offering and sale of the Certificates of Participation.
SECTION 6. The Mayor, the City Manager, the Finance Director, the City Clerk
and other officials of the City are hereby authorized and directed to execute such other
agreements, documents and certificates as may be necessary to effect the purposes of this
resolution and the lease financing herein authorized.
I hereby certify that the foregoing resolution was duly adopted at a meeting of the
City Council of the City of Rohnert Park duly held on the Sth day of January, 1991, by the
following vote:
AYES, and in favor of: (4) Councilmembers Hollingsworth, Hopkins, Spiro, Eck
NOES:
(o) Councilm
ABSENT: (0) Councilm
ABSTAIN: (1) Councilm(
Mayor