CIC Resolution 10-166fix
COMMUNITY IMPROVEMENT COMMISSION RESOLUTION NO. 10 -166
AUTHORIZING THE EXECUTION AND DELIVERY OF AN
AGREEMENT REGARDING REFUNDING OF AUTHORITY BONDS
WHEREAS, the Community Improvement Commission of the City of
Alameda (the "Commission ") previously established its West End Community
Improvement Project ('WECIF") and has entered into an Owner Participation
Agreement, effective December 19, 1984 (as amended and now in effect, the
"OPA ") with Alameda Marina Village Associates and Alameda Marina Center
Associates, the then majority landowners (collectively, the "Landowners ") of the
Marina Village development (the "Development ") located within the WECI P;
and
WHEREAS, under the OPA, the Landowners allowed for the inclusion of
the Development in the City of Alameda's Marina Village Assessment District
84-3 (the "Assessment District ") and thereby the levy of special assessments
(the "Assessments ") by the City on the Development, and the Landowners
advanced funds on behalf of the Commission to assure timely construction of
improvements contemplated by the then redevelopment plan for the WEC1P;
and
WHEREAS, the OPA obligates the Agency annually to make certain
payments to some of the property owners in the Assessment District in respect
of the Assessments levied on the Development (the "Reimbursement
Obligation "); and
WHEREAS, the Commission has merged the WEC I P with other former
improvement project areas to establish the Commission's Merged Project Area
(the "Merged Project Area ") and, on December 18, 2003, the Commission
issued its $29,045,000 Community Improvement Commission of the City of
Alameda Insured Taxable Tax Allocation Bonds (Merged Improvement Areas),
Series 2003A2 (the "2003 Bonds ") and deposited a portion of the proceeds of
the 2003 Bonds in an escrow fund established under the Indenture of Trust for
the 2003 Bonds in order to provide a source of funds to satisfy the Agency's
Reimbursement Obligation; and
WHEREAS, the City has issued limited obligation improvement bonds
secured by and payable from the Assessments, of which the City's Limited
Obligation Improvement Bonds, City of Alameda, Marina Village Assessment
District 89 -1, Series 89 -1 (the "Assessment Bonds ") remain outstanding; and
WHEREAS, on January 27, 1999, the Alameda Public Financing
Authority (the "Authority ") issued its $37,085,000 Alameda Public Financing
Authority 1999 Revenue Bonds (1997 Revenue Bond Refinancing) (the "1999
Authority Bonds ") pursuant to an Indenture of Trust, dated as of January 1,
1999 (the "Authority Indenture "), between the Authority and the trustee named
therein (the "Trustee "), and the 1999 Authority Bonds are secured by a pledge
of the Assessment Bonds and are payable from the debt service payable on
the Assessment Bonds; and
WHEREAS, the Authority Indenture provides for the establishment by
the Trustee of a Surplus Account (the "Surplus Account ") into which are
deposited annually payments on the Assessment Bonds that are in excess of
the debt service on the 1999 Authority Bonds; and
WHEREAS, in respect of the Commission's Reimbursement Obligation
under the OPA, the Authority Indenture provides that amounts in the Surplus
Account not used to pay costs of the City or the Authority to administer the
1999 Authority Bonds and the Assessment Bonds (the "Bond Program
Expenses ") shall be applied as provided in an Amended and Restated
Agreement Relating to Assessment Bond Refunding, dated as of January 27,
1999 (the "Prior Refunding Agreement "), among the City, the Commission and
the Authority; and
WHEREAS, the Prior Refunding Agreement provides that all amounts in
the Surplus Account not used to pay Bond Program Expenses shall be remitted
to the Commission for deposit by the Commission in a special fund (the "CIC
Fund "), to be used for, among other purposes, the reimbursement or payment
of the Reimbursement obligation; and
WHEREAS, the Authority has now determined to issue its Alameda
Public Financing Authority 2010 Local Agency Refunding Revenue Bonds
(Harbor Bay CFD and Marina Village AD) (the "2010 Authority Bonds ") for the
purpose, among others, of purchasing from the City its Limited Obligation
Improvement Refunding Bonds, City of Alameda Marina Village Reassessment
District No. 10 -1 (the "Reassessment Bonds ") to be payable from
reassessments (the "Reassessments ") to be levied in the City of Alameda
Marina Village Reassessment District No. 10 -1 (the "Reassessment District ");
and
WHEREAS, the proceeds of the Reassessment Bonds will be used to
refund the Assessment Bonds and thereby refund the 1999 Authority Bonds,
and the Reassessments will supercede and supplant the Assessments; and
WHEREAS, in connection with the issuance of the 2010 Authority Bonds
and the refunding of the Assessment Bonds and the 1999 Authority Bonds, the
Authority, the City, the Commission, the Trustee and other entities involved in
the refunding program propose to enter into an Agreement Regarding
Refunding of Authority Bonds (the "2010 Refunding Agreement "); and
WHEREAS, the 2010 Refunding Agreement acknowledges that, upon
the refunding of the Assessment Bonds and the issuance of the Reassessment
Bonds, the Reassessments to be levied on property in Reassessment District
will be lower than the Assessments that were to be levied on property in the
-2-
Assessment District, including the Assessments that are the subject of the
Reimbursement Obligation of the Commission under the OPA; and
WHEREAS, the 2010 Refunding Agreement further provides that the
Commission will allow for the use of funds in the Surplus Account and in the
CIC Fund to assist in the refunding by the Authority of the 1999 Authority Bonds
and of the Assessment Bonds by the City, thereby further reducing the amount
of the Reassessment Bonds that need to be issued to refund the Assessment
Bonds and the 1999 Authority Bonds, and consequently reducing the amounts
needed to be paid on the Reassessment Bonds and, as a result, allowing for a
further reduction of the Reassessments and of the related Reimbursement
Obligation of the Commission; and
WHEREAS, the Commission now desires to approve the execution and
delivery by the Commission of the 201 0 Refunding Agreement in order to assist
the Authority and the City in connection with the issuance of the Reassessment
Bonds and the 2010 Authority Bonds and the refunding of the Assessment
Bonds and the 1999 Authority Bonds, and thereby a reduction in the
Reassessments levied on property in the Reassessment District, including the
Development, and a consequent reduction in the Reimbursement Obligation, all
in the best interests of the Commission and in furtherance of the purposes of
the Merged Project Areas.
NOW, THEREFORE, BE IT RESOLVED BY THE COMMUNITY
IMPROVEMENT COMMISSION OF THE CITY OF ALAMEDA as follows:
Section 1. The 2010 Refunding Agreement, in the form on file with the
Secretary, is hereby approved. The Executive Director is hereby authorized
and directed to execute and deliver the 2010 Refunding Agreement on behalf
of the Commission in such form, together with such changes thereto as may be
approved by the Executive Director upon consultation with the City Attorney
and Bond Counsel to the Authority for the 2010 Authority Bonds, the approval
of such changes to be conclusively evidenced by the execution and delivery of
the 2010 Refunding Agreement by the Commission.
Section 2. The Chair, the Executive Director, the Treasurer, the
Secretary and any and all other officers and staff of the Commission are hereby
authorized and directed to take any actions and execute and deliver any and all
documents as are necessary to assist the City and the Authority in the
issuance, sale and delivery of the Reassessment Bonds and the 2010 Authority
Bonds, the refunding of the Assessment Bonds and the 1999 Bonds, and the
reduction in the Reassessments to be levied in the Reassessment District, all
as contemplated by the 2010 Refunding Agreement.
Section 3. This Resolution shall take effect upon its adoption by the
Commission.
1, the undersigned, hereby certify that the foregoing Resolution was duly and
regularly adopted and passed by the Community Improvement Commission of the City of
Alameda in a Special Meeting Joint Meeting of the Alameda City Council and Alameda
Reuse and Redevelopment Authority and Annual Community Improvement Commission
Meeting held on the 15t" day of June, 2010, by the following vote to wit:
AYES: Commissioners deHaan, Gilmore, Matarrese, Tam
and Chair Johnson- 5.
NOES: None.
ABSENT: None.
ABSTENTIONS: None.
IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official seal of said
Commission this 16th day of June, 2010.
uu'ArNr.-
Lara Weisiger, Secretary
a Community Improvement mmission
Beverly Jo iha
Community 1 evement Commission