CIC Resolution 06-140COMMUNITY IMPROVEMENT COMMISSION
OF THE CITY OF ALAMEDA
RESOLUTION NO. 06 -140
AUTHORIZING AND DIRECTING EXECUTION OF LOAN
AGREEMENT RELATING TO THE ISSUANCE OF CERTAIN BONDS
BY THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT
AUTHORITY, APPROVING OFFICIAL STATEMENT RELATING TO
SUCH BONDS AND AUTHORIZING AND APPROVING OTHER
MATTERS RELATING THERETO
WHEREAS, the California Statewide Communities Development
Authority (the "Authority ") is a joint powers authority duly organized and existing
under and pursuant to that certain "Amended and Restated Joint Exercise of
Powers Agreement Relating to the California Statewide Communities
Development Authority ", dated as of June 1, 1988, and under the provisions of
Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7
of Title 1 of the Government Code of the State of California (the "Act "), and is
authorized pursuant to Article 4 of the Act (the "Bond Law ") to issue bonds,
notes and other obligations; and
WHEREAS, the Community Improvement Commission of the City of
Alameda (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 Part 1 of Division 24 of the Health and Safety Code of the
State of California; and
WHEREAS, Section 33681.15 of the California Health and Safety Code
authorizes the Authority to issue bonds, notes or other obligations to provide
funds to make loans to redevelopment agencies to make the payments
required by Section 33681.12 of the California Health and Safety Code, namely
payments to the applicable county auditor for deposit in the county's
Educational Revenue Augmentation Fund (the "ERAF Payment "); and
WHEREAS, in order to make loans for such purpose to redevelopment
agencies, the Authority has determined to issue its California Statewide
Communities Development Authority 2006 Taxable Revenue Bonds, Series A
(CRA/ERAF Loan Program) in the aggregate principal amount of not to exceed
$30,000,000 (the "Bonds "); and
WHEREAS, in order to make its ERAF Payment for fiscal year 2005 -06,
the Agency desires to obtain a loan from the Authority from the proceeds of the
Bonds in the amount of not to exceed $800,000 (the "Loan ") pursuant to the
terms and conditions set forth in the Loan Agreement, dated as of April 1, 2006,
by and between the Agency and the Authority (the "Loan Agreement"), a form
of which Loan Agreement is on file with the Secretary of the Agency; and
WHEREAS, the Agency is a member of the Authority; and
WHEREAS, in connection with the issuance of the Bonds by the
Authority, Section 6586 of the Act requires that the Agency make certain
determinations with respect to the significant public benefits to the Agency
resulting from the issuance of the Bonds by the Authority, as hereinafter set
forth; and
WHEREAS, as a condition precedent to entering into the Loan
Agreement, said Section 33681.15 requires that the Agency obtain the prior
approval of the City Council of the City of Alameda (the "City"), by resolution
(the "City Council Resolution") adopted by a majority of said Council that recites
that a first lien will be created on property tax revenues of the City to secure
repayment of the Loan; and
WHEREAS, the City Council Resolution has been duly adopted in full
compliance with the requirements of said Section 33681.15; and
WHEREAS, the Authority has caused to be prepared a form of Official
Statement describing the Bonds and containing, among other matters,
information describing the Agency and the City, the form of which Official
Statement is on file with the Secretary (the "Official Statement"), which will be
used by Stone and Youngberg LLC, E. J. De La Rosa & Co. Inc. and RBC Dain
Rauscher Inc, doing business under the trade name RBC Capital Markets
(together, the "Underwriters") in the sale of the Bonds; and
WHEREAS, the Agency, with the aid of its staff, has reviewed the form
of the Loan Agreement and the information in the Official Statement relating to
the Agency and the City, and wishes at this time to approve the forgoing in the
public interests of the Agency;
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND
ORDERED by the Community Improvement Commission of the City of
Alameda as follows:
Section 1. Determination of Significant Public Benefits. Based on
the information provided to the Agency by Agency staff and others in
connection with these proceedings,_ the Agency determines that there will be
significant public benefits accruing to the Agency from the issuance of the
Bonds by the Authority and the loan of portion of the proceeds thereof to the
Agency, consisting of demonstrable savings in effective interest rates and
financing costs resulting from (i) the efficiencies of pooling the Loan, together
with the loans to other redevelopment agencies to be made from the proceeds
of the Bonds, into one issuance of bonds by the Authority and (ii) the
creditworthiness of the lien on the property tax revenues of the City under said
Section 33681.15 to secure the repayment of the Loan by the Agency.
Section 2. Approval of Loan Agreement. The Agency hereby
authorizes and approves the making of the Loan to the Agency pursuant to the
Loan Agreement in the amount of not to exceed $800,000. The Agency hereby
approves the Loan Agreement in substantially the form on file with the
Secretary together with any additions thereto or changes therein (including, but
not limited to, the final principal amount of the Loan and the final payment
schedule on the Loan) deemed necessary or advisable by the Executive
Director of the Agency; provided that the average annual interest rate on the
Bonds does not exceed eight percent (8%) per annum. The Executive Director
is hereby authorized and directed to execute the final form of the Loan
Agreement for and in the name and on behalf of the Agency and the execution
thereof shall be conclusive evidence of the Agency's approval of any such
additions and changes to the Loan Agreement. The Agency hereby authorizes
the delivery and performance of the Loan Agreement.
Section 3. Official Statement. The Agency hereby approves the
information that describes the Agency and the City contained in the form of the
Official Statement on file with the Secretary. Distribution by the purchaser of
the Bonds of the final Official Statement containing such information is hereby
approved.
Section 4. Officer's Certificate. The Executive Director (or in his
absence, the Treasurer) is hereby authorized and directed to promptly execute
and deliver, together with a certified copy of this Resolution, to Stone and
Youngberg LLC, on behalf of the Underwriters, the Officer's Certificate in form
attached hereto as Exhibit A and hereby made a part hereof, containing
representations warranties of the Agency with respect to the making of the
Loan and the issuance of the Bonds. The Agency understands that the
Underwriters will rely on the representations and warranties contained in the
Officer's Certificate in the sale and delivery of the Bonds by the Underwriters.
Section 5. Official Actions. The Chair, the Executive Director, the
Treasurer, the Agency Counsel, 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, and
to execute and deliver all certificates and other documents, which they, or any
of them, may deem necessary or advisable in order to consummate the sale,
issuance and delivery of the Bonds by the Authority and the making of the Loan
.0by the Authority to the Agency pursuant to the Loan Agreement. In the event
the Executive Director shall be unavailable to execute the Loan Agreement,
then the Treasurer is hereby authorized to act in the Executive Director's stead.
Section 6. Effective Date. This Resolution shall take effect from and
after the date of its passage and adoption.
**
EXHIBIT A
California Statewide Communities Development Authority
2006 Taxable Revenue Bonds, Series A
( CRA/ERAF Loan Program)
OFFICER'S CERTIFICATE REGARDING CRA/ERAF LOAN PROGRAM
RECITALS:
A. The California Statewide Communities Development Authority (the "Authority ") is a
joint powers authority authorized under Section 33681.15 of the California Health and Safety
Code to issue bonds, notes or other obligations to provide funds to make loans to
redevelopment agencies to make the payments required by Section 33681.12 of the California
Health and Safety Code, namely payments to the applicable county auditor for deposit in the
county's Educational Revenue Augmentation Fund (the "ERAF Payment ");
B. In order to make loans for such purpose to redevelopment agencies, the Authority
has determined to issue its California Statewide Communities Development Authority 2006
Taxable Revenue Bonds, Series A (CRA/ERAF Loan Program) (the "Bonds "); and
C. The Alameda Community Improvement Commission (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 Part 1 of Division 24 of the Health and Safety Code of
the State of California (the "Redevelopment Law "); and the Agency in order to make its ERAF
Payment desires to obtain a loan (the "Loan ") from the Authority from the proceeds of the
Bonds pursuant to the terms and conditions set forth in the Loan Agreement, dated as of April
1, 2006, by and between the Agency and the Authority (the "Loan Agreement "), the form of
which Loan Agreement is on file with the Secretary of the Agency;
The undersigned hereby states and certifies:
(i) that the undersigned is the duly appointed, qualified and acting [insert Executive
Director or Treasurer] of the Alameda Community Improvement Commission, a public body,
corporate and politic, duly organized and existing under the laws of the State of California (the
"Agency ") and as such, is familiar with the facts herein certified and is authorized to certify the
same;
(ii) that the Agency has been duly created and authorized to transact business and
exercise its powers under and pursuant to the Redevelopment Law and no action has been
taken by the City Council (the "Council ") of the City of Alameda, California (the "City ") pursuant
to the Redevelopment Law to dissolve said Agency or to suspend its powers;
(iii) that, by all necessary action, the Agency has duly authorized and approved the
execution and delivery of, and the performance by the Agency of the obligations on its part
contained in, the Loan Agreement;
A -1
(iv) that no action is pending attacking or otherwise questioning the validity
AoeDcyo[the8uUhohb/OfUl8A«eOCyb]Obb3iOUleLOonGOdbJenterintoUl9LOaOAo' Agreement
or the authority of the City to approve the obtaining of the Loan by the Agency;
~
(V) that the Agency and the City Council of the City have duly adopted the following
respective resolutions relating to the Loan and the Loan Agreement (collectively, the
"Resolutions"), which Resolutions were duly adopted by the members of the Agency VrthaCitv
Council, as applicable, at open public meetings which were ca||ed, noticed and conducted
accordance with all applicable requirements of California law, at which a quorum was present
and acting throughout, and the Resolutions have not been amended, modified, supplemented
(except as noted b8|ovv), rescinded or repealed and are in full force and effect as of the date
hereof:
(a) Resolution No. . entitled "A Resolution of the Alameda COmnlunhn
Improvement Commission Authorizing And Directing Execution Of Loan Agreement
Relating To The Issuance Of Certain Bonds By The California Communities - Statewide
Development Authority, Approving Official Statement Relating To Such Bonds And
Authorizing And Approving Other Matters Relating Thereto", adopted March , 2006;
and --
(b) Resolution No. , entitled "A Resolution Of The City Of Alameda
Approving the Borrowing of Funds By The Alameda Community Improvement
Commission From the California Communities Statewide Development Authority
Other Matters March -
(vi) that the representations and warranties of the Agency contained in the approved
form of the Loan Agreement are true and correct in all material respects as of the date hereof
and the Agency and the Agency shall, concurrently with the delivery of the Bonds, reaffirm that
such representations and warranties are true and correct in all material respects as of the date
of delivery of the Bonds;
(vii) that, as of the date hereof the information relating b) the 4oenCyand the CUvin
the form of the approved Preliminary Official Statement relating to the Bonds (the "Official
Statement") does not contain any untrue statement of a material fact or omit to state any
material fact necessary in order to make the statements thenBiO, in the light of the
circumstances under which they were made, not misleading;
(viii) that the Agency Sh8(|, concurrently with the delivery of the Bonda, reaffirm that no
event affecting the Agency or the City has occurred since the date hereof which has not been
disclosed therein or in any supplement or amendment thereto which event should be disclosed
in the final Official Statement in order to make the statements thenein, in the light of the
circumstances under which they were nnede, not misleading;
(ix) that the Agency's Low and Moderate Income Housing Fund established pursuant
to Section 33334.3 of the Redevelopment Law does not, on, the date hereof and will not on the
date of delivery of the Bonds, contain an "excess surplus" (within the meaning of Section
33334.12 of the Redevelopment Law) that would cause the Agency to be subject to the
sanctions contained in Section 33334.12(e)(1) of the Redevelopment Law; and
(x) that the Agency does not on the date hereof have "major auditvio|obone"kwithin
the meaning of Section 33080.8(i) of the Redevelopment Law) so as to be subject to a court
order prohibiting the activities set forth in Section 33080.8(e)(3) of the Redevelopment Law.
Dated: March , 2006
Alameda Community Improvement
Commission
By
[Executive Director or Treasurer]
I, 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 Joint Meeting of the City Council and the Community Improvement Commission held on the
7" day of March, 2006, by the following vote to wit:
AYES: Commissioners Daysog, deHaan, Gilmore, Matarrese, 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 8`h day of Mach, 2006.
Beverly Johnson
Community Impr&
Lara Weisiger, Secretary
Community Improvement • ' ission