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HomeMy WebLinkAbout2018 299 CC RESO RESOLUTION NO. 2018-299 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPROVING PROCEEDINGS TO FINANCE RAIL CROSSINGS SAFETY IMPROVEMENTS AT THE PACIFIC, MERCED AND FOSTER AVENUES AND McDEVITT STREET CROSSINGS FROM MEASURE M REVENUE BONDS TO BE ISSUED BY THE BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, APPROVING THE FORM AND AUTHORIZING EXECUTION AND DELIVERY OF AN INSTALLMENT SALE AGREEMENT AND A BOND PURCHASE AGREEMENT, APPROVING THE FORM AND AUTHORIZING THE DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT AND APPROVING RELATED ACTIONS WHEREAS, the City plans to finance the acquisition and construction of the City's Rail Crossings Safety Improvements Project (including Quiet Zone ready improvements) (the "Project"); and WHEREAS, the Baldwin Park Municipal Financing Authority (the "Authority") is a joint powers entity duly organized and existing under and pursuant to that certain Joint Exercise of Powers Agreement, dated June 21, 2017, by and between the City and the Baldwin Park Housing Authority (collectively, the "Members"), and under the provisions of Articles 1 through 4 (commencing with section 6500) of Chapter 5 of Division 7 of Title 1 of the California Government Code (the "Act"), and is authorized pursuant to Article 4 of the Act to borrow money for the purpose of financing the acquisition of bonds, notes and other obligations of, or for the purpose of making loans to, public entities, including the Members, and to provide financing for public capital improvements of public entities, including the Members; and WHEREAS, for the purpose of providing funds to finance the Project, the Authority has determined to issue its Baldwin Park Municipal Financing Authority (Los Angeles County, California) Revenue Bonds, Series 2018 (Rail Crossings Safety Improvements Project) (Measure M Revenues) (the "Bonds"); and WHEREAS, the Bonds will be issued under the provisions of Article 4 (commencing with section 6584) of the Act and an indenture of trust, by and between the Authority and U.S. Bank National Association, as trustee; and WHEREAS, in order to provide for the repayment of the Bonds, the Authority will sell the Project to the City pursuant to an installment sale agreement (the "Installment Sale Agreement"), under which the City will agree to make installment payments (the "Installment Payments") to the Authority payable from "Measure M Receipts" (being a portion of the revenues of the MTA allocable to the City derived from a retail transactions and use tax imposed by the County and approved by at least two-thirds of the electors of the County on November 8, 2016), which, in the aggregate, will be calculated to be sufficient, in time and amount, to enable the Authority to pay the principal of and interest and premium (if any) on the Bonds when due and payable; and WHEREAS, the Council desires to make a finding of significant public benefit pursuant to section 6586.5(a)(2) of the California Government Code, and to approve of the financing of the Project; and WHEREAS, the Council has duly considered such transactions and wishes at this time to approve said transactions in the public interests of the City. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK DOES HEREBY RESOLVE AND ORDER AS FOLLOWS: Section 1. Findings and Consent. The Council hereby finds that significant public benefits will arise from the financing of the Project with the proceeds of the Bonds, in accordance with section 6586 of the California Government Code, in that the financing will result in demonstrable savings in effective interest rates, bond preparation, bond underwriting and bond issuance costs. Section 2. Approval of Installment Sale Agreement. The Council hereby approves the Installment Sale Agreement, in the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the Mayor, the Chief Executive Officer or the Director of Finance (the "Designated Officers"), whose execution thereof shall be conclusive evidence of the approval of any such changes or additions, so long as the principal amount of the Installment Sale Agreement does not exceed $7,200,000, the maximum annual Installment Payments does not exceed $615,000 and the final payment date of the Installment Sale Agreement is not later than June 1, 2035. The Designated Officers, each acting alone, are hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest, the final form of the Installment Sale Agreement for and in the name of the City. The Council hereby authorizes the delivery and performance of the Installment Sale Agreement. Section 3. Sale of Bonds; Approval of Bond Purchase Agreement. The Council hereby approves a bond purchase agreement (the "Bond Purchase Agreement"), by and among the Authority, the City and Ramirez & Company, Inc. (the "Underwriter") in the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by any Designated Officer, whose execution thereof shall be conclusive evidence of the approval of any such changes or additions, so long as the Underwriter's discount with respect to the Bonds does not exceed 0.75%, exclusive of any original issue discount which does not represent compensation to the Underwriter. The Designated Officers, each acting alone, are hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest, the final form of the Bond Purchase Agreement for and in the name of the City. The Council hereby authorizes the delivery and performance of the Bond Purchase Agreement. Section 4. Official Statement. The Council hereby approves, and hereby deems nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 (the "Rule"), the preliminary official statement describing the Bonds (the "Preliminary Official Statement") in the form on file with the City Clerk. The Designated Officers, each acting alone, are hereby authorized and directed to execute an appropriate certificate stating the City's determination that the Preliminary Official Statement is nearly final within the meaning of the Rule. Distribution of the Preliminary Official Statement in connection with the sale of the Bonds is hereby approved. The Designated Officers, each acting alone, are hereby authorized and directed to approve any non-substantive changes in or additions to a final form of official statement (the "Final Official Statement"), and the execution thereof by any Designated Officer shall be conclusive evidence of approval of any such changes and additions. The Council hereby authorizes the distribution of the Final Official Statement by the Underwriter. The Final Official Statement shall be executed in the name and on behalf of the City by any Designated Officer. Section 5. Official Actions. The Mayor, the Chief Executive Officer, the Director of Finance, the City Clerk and all other officers of the City are each authorized and directed in the name and on behalf of the City to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the documents approved pursuant to this Resolution, including but not limited to a continuing disclosure undertaking. Whenever in this Resolution any officer of the City 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 6. Consultants. The designation of Harrell & Company Advisors, LLC, as municipal advisor to the City, and of Quint & Thimmig LLP, as bond counsel and disclosure counsel to the City, are hereby approved. Any Designated Officer is authorized to execute fee agreements with such firms. Section 7. Effective Date. This Resolution shall take effect from and after its adoption. PASSED, APPROVED AND ADOPTED this 17th day of October 2018. MA , IEL L• ANO, MAYOR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES CITY OF BALDWIN PARK I, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park, do hereby certify that the foregoing Resolution No. 2018-299 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on October 17th 2018, and that the same was adopted by the following vote to wit: AYES: COUNCIL MEMBERS: Baca, Garcia, Lozano, Pacheco, Rubio NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: None Atto u A DRAAVILA CITY CLERK