2011-08 RESOLUTION NO. 2011-08
RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE
CITY OF GRAND TERRACE AUTHORIZING THE ISSUANCE AND SALE OF
TAX ALLOCATION BONDS, ISSUE OF 2011A AND ISSUE OF 2011B, FOR
THE COMMUNITY REDEVELOPMENT PROJECT AREA, AND APPROVING
THE FORM OF AN INDENTURE OF TRUST, OFFICIAL .STATEMENT,
PURCHASE CONTRACT, CONTINUING DISCLOSURE- AGREEMENT AND
RELATED DOCUMENTS AND AUTHORIZING CERTAIN OTHER ACTIONS
IN CONNECTION THEREWITH
WHEREAS, the Community Redevelopment Agency of the City of Grand Terrace (the
"Agency") is a redevelopment agency (a public body, corporate and-politic) duly created, established
and authorized to transact business and exercise its powers, all under and pursuant to the Community
Redevelopment Law (Part 1 of Division 24 (commencing with Section 33000) of the Health and
Safety Code of the State of California; the "Law"), and the powers of the Agency include the power
to issue bonds or notes for any of its corporate purposes; and
WHEREAS, the Community Redevelopment Project (the 'Redevelopment Project") was
approved by Ordinance No. 25 adopted by the City Council of the City on September 27, 1979 and
amended by Ordinance No. 52 adopted by the City Council of the City on July 15, 1981. The
redevelopment project area of the Redevelopment Project, as heretofore amended, is referred to as
the "Project Area." The foregoing ordinances were adopted by the City Council in compliance with
all requirements of the Law;
WHEREAS, the Agency has previously issued its $13,000,000 Community Redevelopment
Agency of the City of Grand Terrace Community Redevelopment Project Area Refunding Tax
Allocation Bonds, Series 2004 (the "2004 Bonds") for the purpose of refunding certain indebtedness
of the Agency and to provide moneys for projects benefiting low and moderate income housing in
the Project Area;
WHEREAS, as of the date hereof, 2004 Bonds are outstanding in the principal amount of
$3,650,000;
WHEREAS, the Agency and the City previously entered into a Joint Exercise of Powers
Agreement, Grand Terrace Public Financing Authority, dated as of December 13, 1990 (the "Joint
Powers Agreement"), which, at Section 3.01, delineates functions of certain officers;
WHEREAS, the Agency and the City desire to amend the Joint Powers Agreement to
designate the City Clerk as Secretary of the Grand Terrace Public Financing Authority (the
"Authority");
WHEREAS, the Agency wishes.at this time to issue its Community Redevelopment Project
Area Tax Allocation Bonds, Issue of 2011A (the "2011A Bonds") in an aggregate principal amount
of not to exceed Twenty-Two Million Dollars ($22,000,000.00) and its Community Redevelopment
Project Area Taxable Tax Allocation Bonds, Issue of 2011B (the "2011B Bonds") in an aggregate
principal amount of not to exceed Seven Million Dollars ($7,000,000.00) for the purpose of
providing moneys to finance the Redevelopment Plan, all pursuant to the provisions of Articles 10
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and 11 of Chapter 3 of part 1 of Division 2 of Title 5 of the California Government Code (the"Bond
Law");
WHEREAS, the 2011A Bonds and the 2011B Bonds (together, the "2011 Bonds") shall be
subordinate obligations to the 2004 Bonds so long as the 2004 Bonds remain outstanding;
WHEREAS, subject to the conditions and requirements herein, the Agency wishes at this
time to approve all matters relating to the issuance and sale of the 2011 Bonds;
NOW, THEREFORE, THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY
OF GRAND TERRACE DOES HEREBY RESOLVE, ORDER AND DETERMINE AS
FOLLOWS:
Section 1. Subject to the provisions of the Indenture referred to in Section 2 hereof, the
issuance of the 2011A Bonds in the aggregate principal amount of not to exceed Twenty-Two
Million Dollars ($22,000,000.00) and 2011B Bonds in the aggregate principal amount of not to
exceed Seven Million Dollars ($7,000,000.00) on the terms and conditions set forth in, and subject to
the limitations specified in the indenture of trust as referenced in Section 2 hereof(the "Indenture"),
is hereby authorized and approved. The 2011A Bonds and the 201IB Bonds will be dated, will bear
interest at the rates, will mature on the dates, will be issued in the form, will be subject to
redemption, and will be as otherwise provided in the Indenture therefor as the same will be
completed as provided in this Resolution. The proceeds of the sale of the 2011 Bonds shall be
applied as provided in the Indenture
r'J Section 2. The Indenture in substantially the form submitted at this meeting and made a
part hereof as though set forth in full herein, is hereby approved. The Chairman and the Secretary of
the Agency are hereby authorized and directed to execute and deliver the Indenture in the form
presented at this meeting with such changes insertions and omissions as may be requested by Bond
Counsel and approved by the Chairman, said execution being conclusive evidence of such approval.
Section 3. The Purchase Contract for the 2011A Bonds and the 2011B Bonds,
respectively, among the Agency, Wedbush Securities Inc. and the Grand Terrace Public Financing
Authority, in substantially the form submitted at this meeting and made a part hereof as though set
forth in full herein, be and the same are hereby approved. The Executive Director of the Agency is
hereby authorized and directed to execute the Purchase Contract in the form presented at this meeting
with such changes, insertions and omissions as may be approved by the Executive Director, said
execution being conclusive evidence of such approval. In no event shall such Purchase Contract as
to the 2011A Bonds provide for underwriter's discount (exclusive of original issue discount) in
excess of 1% of the principal amount of the Bonds or for a true interest rate in excess of 7% per
annum, and in no event shall such Purchase Contract as to the 2011B Bonds provide for
underwriter's discount (exclusive of original issue discount) in excess of 1.2% of the principal
amount of the Bonds or for a true interest rate in excess of 9% per annum.
Section 4. The preparation and delivery of an Official Statement, and its use by the
Agency and Wedbush Securities Inc. (the "Underwriter"), in connection with the offering and sale of
the 2011 Bonds, is hereby authorized and approved. The Official Statement shall be in substantially
the form of the Preliminary Official Statement with such changes, insertions and omissions as may
be requested by Bond Counsel or the Underwriter and approved by the Chairman of the Agency,
such approval to be conclusively evidenced by the execution and delivery thereof. The Chairman is
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�- hereby authorized and directed to execute the final Official Statement and any amendment or
.;' supplement thereto, in the name of and on behalf of the Agency, and thereupon to cause the final
Official Statement and any such amendment or supplement to be delivered to the Underwriter.
Section 5. The Continuing Disclosure Agreement in substantially the form submitted at
this meeting and made a part hereof as though set forth in full herein, is hereby approved. The
Chairman and the Secretary of the Agency are hereby authorized and directed to execute and deliver
the Continuing Disclosure Agreement in the form presented- at this meeting with such changes
insertions and omissions as may be requested by Bond Counsel and approved by the Chairman, said
execution being conclusive evidence of such approval.
Section 6. The Chairman of the Agency, the Executive Director of the Agency, the
Treasurer of the Agency, the Secretary of the Agency, and any other proper officer of the Agency,
acting singly, be and each of them hereby is authorized and directed to execute and deliver any and
all documents and instruments, including any agreements with the Authority relating to the 2011
Bonds, and to do and cause to be done any and all acts and things necessary or proper for carrying
out the transactions contemplated by the Indenture, the Purchase Contract, the Official Statement, the
Continuing Disclosure Agreement, this Resolution and any such agreements. -
Section 7. U.S. Bank National Association is ' hereby appointed as Trustee and
Dissemination Agent, Stradling Yocca Carlson & Rauth, a Professional. Corporation is hereby
appointed as Bond Counsel and Disclosure Counsel.
Section 8. Subject to approval by the City Council, the first sentence of Section 3.01 of
r' the Joint Powers Agreement is amended to read as follows: "Chairman of the Board shall be the
Mayor of the City, Vice-Chairman shall be the Mayor Pro Tern of the City, and shall appoint as
Secretary the City Clerk of the City."
Section 9. This Resolution shall take effect immediately upon its adoption.
IN WITNESS WHEREOF, this Resolution is adopted and approved the 24th day of May
2011.
1 Ate_
J
Chairman of the Community Redevelopment Agency
of the City of Grand Terrace
(SEAL)
ATTEST:
0-,f
Secretary of the Community Redevelopment Agency
of the City of Grand Terrace
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STATE OF CALIFORNIA SECRETARY'S CERTIFICATE
COUNTY OF SAN BERNARDINO OF AUTHENTICATION
CITY OF GRAND TERRACE
I, Brenda Mesa, Secretary of the Community Redevelopment Agency of the City of Grand
Terrace, California,DO HEREBY CERTIFY that the foregoing Resolution was duly adopted by said
Agency at a regular meeting of said Agency held on the 24th day of May, 2011, and that the same
was passed and adopted by the following vote, to wit:
AYES: Agency Members McNaboe, Sandoval and Hays; Vice-Chairman Garcia
and Chairman Stanckiewitz
NOES: None
ABSENT: None
ABSTAIN: None
Brenda Mesa, Secretary
DOCS OC/1488605v3/022092-0002
STATE OF CALIFORNIA SECRETARY'S CERTIFICATE
COUNTY OF SAN BERNARDINO OF AUTHENTICATION
CITY OF GRAND TERRACE
I, Brenda Mesa, Secretary of the Community Redevelopment Agency of the City of Grand
Terrace, DO HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
Resolution No.11=083of said Agency and that said Resolution was adopted at the time and by the
vote stated on the above certificate, and has not been amended or repealed.
Brenda Mesa, Secretary
DOCSOC/1488605v3/022092-0002