CDC - 2010-21 - Authorizing the Issuance of not to exceed $12,000,000 of the Commission's Merged Redevelopment Project tax Allocation Bonds, Series 2010ARESOLUTION NO. CDC2010-21
RESOLUTION OF THE ROSEMEAD COMMUNITY DEVELOPMENT
COMMISSION AUTHORIZING THE ISSUANCE OF NOT TO EXCEED
$12,000,000 OF THE COMMISSION'S MERGED REDEVELOPMENT
PROJECT TAX ALLOCATION BONDS, SERIES 2010A AND THE
EXECUTION AND DELIVERY OF AN INDENTURE, A PURCHASE
CONTRACT, A CONTINUING DISCLOSURE AGREEMENT AND AN
OFFICIAL STATEMENT, AND APPROVING A PRELIMINARY
OFFICIAL STATEMENT IN CONNECTION THEREWITH AND
AUTHORIZING RELATED ACTIONS
WHEREAS, the Rosemead Community Development Commission (the "Commission")
is a redevelopment agency, a public body, corporate and politic, duly created, established and
authorized to transact business and exercise powers under and pursuant to the provisions of the
Community Redevelopment Law of the State of California (the "Law"), including the power to
issue bonds for any of its corporate purposes;
WHEREAS, the Commission adopted a redevelopment plan for the redevelopment
project area formerly designated as the Commission's "Project Area No. 1," pursuant to
Ordinance No. 340, adopted by the City Council of the City on June 22, 1972;
WHEREAS, the Commission adopted a redevelopment plan for the redevelopment
project area formerly designated as the Commission's "Project Area No. 2," pursuant to
Ordinance No. 809, adopted by the City Council of the City on June 27, 2000;
WHEREAS, the Commission adopted a redevelopment plan which merged Project Area
No. 1 and Project Area No. 2 into a redevelopment project known and designated as the
"Rosemead Merged Redevelopment Project" (the "Project"), pursuant to Ordinance No. 871,
adopted by the City Council of the City on March 10, 2009;
WHEREAS, the plan contemplates that the Commission will issue its bonds to finance
and/or refinance a portion of the cost of such Project;
WHEREAS, the Commission intends to provide for the issuance of its Rosemead
Community Development Commission Merged Redevelopment Project Tax Allocation Bonds,
Series 2010A (the "Series 2010A Bonds"), pursuant to an Indenture (the " Indenture"), between
the Commission and U.S. Bank National Association, as trustee (the "Trustee"), for the purpose
of financing and refinancing portions of the Project and to fund a reserve and pay costs of
issuance relating to the Series 2010A Bonds;
WHEREAS, the Commission has previously executed a promissory note, dated
September 28, 2007 (the "Promissory Note") pursuant to which the Commission borrowed
$2,497,920 from the City of Rosemead (the "City") to finance Redevelopment activities in the
Project Area;
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WHEREAS, the Commission has determined that it is in the best interests of the City
and the Commission for the Commission to repay the Promissory Note with proceeds of the
Series 2010A Bonds;
WHEREAS, the Commission has determined that Series 2010A Bonds are indebtedness
of the Project Area; provided that tax increment revenues generated from Project Area No. 1
shall be applied to the payment in full of the principal of and interest on Series 2010A Bonds
authorized to be issued hereunder, as the same shall become due and payable, prior to the use of
any other tax increment revenues generated in the Project AreaJ
WHEREAS, the Commission proposes to sell the Series 2010A Bonds to the Rosemead
Financing Authority (the "Authority"), which will in turn sell the Series 2010A Bonds to E.J. De
La Rosa & Co., Inc., as underwriter (the "Underwriter"), pursuant to a Purchase Contract (the
"Purchase Contract'), among the Commission, the Underwriter and the Authority and pursuant
to the Marks-Roos Local Bond Pooling Act of 1985, commencing with Section 6584 of the
California Government Code;
WHEREAS, the purchase by the Underwriter of the Series 2010A Bonds will result in
significant public benefits in the form of demonstrable savings in effective interest rates, and the
more efficient delivery of local agency services;
WHEREAS, a form of the Preliminary Official Statement (the "Preliminary Official
Statement") to be distributed in connection with the public offering of the Series 2010A Bonds
has been prepared;
WHEREAS, Rule 15c2-12 promulgated under the Securities Exchange Act of 1934
("Rule 15c2-12") requires that, in order to be able to purchase or sell the Series 2010A Bonds,
the Underwriter must have reasonably determined that the Commission has undertaken in a
written agreement or contract for the benefit of the holders of the Series 2010A Bonds to provide
disclosure of certain financial information and certain material events on an ongoing basis;
WHEREAS, in order to cause such requirement to be satisfied, the Commission desires
to execute and deliver a Continuing Disclosure Agreement (the "Continuing Disclosure
Agreement'); and
WHEREAS, the Commission has been presented with the form of each document
referred to herein relating to the financing contemplated hereby, and the Commission has
examined and approved each document and desires to authorize and direct the execution of such
documents and the consummation of such financing;
NOW, THEREFORE, BE IT RESOLVED BY THE ROSEMEAD COMMUNITY
DEVELOPMENT COMMISSION, AS FOLLOWS:
Section 1. The foregoing recitals are true and correct and the Commission hereby so
finds and determines.
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Section 2. The issuance of not to exceed $12,000,000 aggregate principal amount of
Rosemead Community Development Commission, Merged Redevelopment Project, Tax
Allocation Bonds, Series 2010A is hereby approved.
Section 3. The form of Indenture, on file with the Secretary of the Commission and
incorporated into this Resolution by reference, is hereby approved. The Chair of the
Commission, the Vice-Chair of the Commission, the Executive Director of the Commission, the
Finance Officer of the Commission, the Director of Community Development of the
Commission, the Secretary of the Commission, or such other officer or employee of the
Commission as the Executive Director may designate (the "Authorized Officers"), are each
hereby authorized and directed, for and in the name and on behalf of the Commission, to execute
and deliver the Indenture in substantially the form on file with the Secretary and presented to this
meeting, with such additions thereto or changes or insertions that hereafter become necessary in
the interest of the Commission and which are approved by the Authorized Officer executing the
same, in consultation with the Commission's bond counsel, such approval to be conclusively
evidenced by such execution and delivery.
Section 4. The form of Purchase Contract relating to the Series 2010A Bonds among
the Authority, the Underwriter and the Commission, on file with the Secretary of the
Commission and incorporated into this Resolution by reference, is hereby approved. The
Authorized Officers are each hereby authorized and directed, for and in the name and on behalf
of the Commission, to accept the offer to purchase the Series 2010A Bonds as reflected in the
Purchase Contract and to execute and deliver the Purchase Contract in substantially the form on
file with the Secretary and presented to this meeting, with such additions thereto or changes or
insertions that hereafter become necessary in the interest of the Commission and which are
approved by the Authorized Officer executing the same, in consultation with the Commission's
bond counsel, such approval to be conclusively evidenced by the execution and delivery of the
Purchase Contract; provided, however, that such additions, changes or insertions in the Purchase
Contract shall not specify a true interest cost of the Series 2010A Bonds in excess of 6.5% or an
Underwriter's discount in excess of 1.5%.
Section 5. The form of Continuing Disclosure Agreement relating to the Series
2010A Bonds, on file with the Secretary of the Commission and incorporated into this
Resolution by reference (the "Continuing Disclosure Agreement"), is hereby approved. The
Authorized Officers are each hereby authorized and directed, for and in the name and on behalf
of the Commission, to execute and deliver the Continuing Disclosure Agreement in substantially
the form on file with the Secretary of the Commission, with such additions thereto or changes or
insertions that hereafter become necessary in the interest of the Commission and which are
approved by the Authorized Officer executing the same, in consultation with the Commission's
bond counsel, such approval to be conclusively evidenced by the execution and delivery of the
Continuing Disclosure Agreement.
Section 6. The form of Preliminary Official Statement relating to the Series 2010A
Bonds, on file with the Secretary of the Commission and incorporated into this resolution by
reference, is hereby approved. The Authorized Officers are each hereby authorized and directed
to execute a certificate deeming the Preliminary Official Statement final as of its date, except for
certain final pricing and related information, pursuant to Securities Exchange Commission Rule
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15c2-12. The Underwriter is hereby authorized to distribute the Preliminary Official Statement
as so deemed final to prospective purchasers of the Series 2010A Bonds. The Authorized
Officers are each hereby authorized and directed, for and in the name and on behalf of the
Commission, to execute a final Official Statement (the "Official Statement") in substantially the
form of such deemed final Preliminary Official Statement, including such final pricing and
related information and with such additions thereto or changes therein as hereafter become
necessary in the interest of the Commission and which are approved by the Authorized Officer
executing the same, such approval to be conclusively evidenced by the execution and delivery of
such Official Statement. The Underwriter is hereby authorized to distribute copies of said final
Official Statement to all actual purchasers of the Series 2010A Bonds.
Section 7. Upon receipt of proceeds from the sale of the Series 2010A Bonds the any
Authorized Officer shall take whatever action is required to immediately repay the principal of
and accrued interest on the Promissory Note.
Section 8. The Authorized Officers and all other officers, agents and employees of
the Commission are hereby authorized and directed, in the name and on behalf of the
Commission, to take such actions, execute and deliver such documents and certificates, a tax
certificate and certificates relating to the Official Statement, and do any and all things which
they, or any of them, deem necessary or desirable to accomplish the lawful issuance, sale and
delivery of the Series 2010A Bonds in accordance with the Indenture , the Official Statement,
this Resolution and all related documents, including without limiting the generality of the
foregoing, take such steps as may be required to obtain a policy of municipal bond insurance for
the Series 2010A Bonds if, in the judgment of an Authorized Officer, it is financially
advantageous to the Commission to obtain such insurance.
Section 9. This Resolution shall become effective immediately upon its passage.
I, Gloria Molleda, Secretary of the Rosemead Community Development Commission,
hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a
regular meeting of said Commission held on June 22, 2010, by the following vote, to wit:
AYES: ARMEQTA, CLARK, LOWLY
NOES: TAYLOR
ABSENT:
AGaryTor, Adair
ATTEST:
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Gloria Molleda, Commission Secretary
- APPROVED AS TO FORM:
Josep . Montes, %ency Attorney
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SECRETARY'S CERTIFICATE
I, Gloria Molleda, Secretary of the Rosemead Community Development Commission, do
hereby certify as follows:
The foregoing resolution is a full, true and correct copy of a resolution duly adopted by a
vote of a majority of the members of the Rosemead Community Development Commission at a
regular meeting of said Commission duly and regularly and legally held at the City of Rosemead,
California, on June 22, 2010, of which all of such members had due notice, as follows:
AYES:ARMENTA, CLARK, LOW, LY
NOES: TAYLOR
ABSENT:
An agenda of said meeting was posted at least 72 hours before said meeting at 8838 E.
Valley Boulevard, Rosemead, California, a location freely accessible to members of the public,
and a brief description of said resolution appeared on said agenda.
I have carefully compared the foregoing with the original minutes of said meeting on file
and of record in my office, and the foregoing is a full, true and correct copy of the original
resolution adopted at said meeting and entered in said minutes.
Said resolution has not been amended, modified or rescinded since the date of its
adoption and the same is now in full force and effect.
Dated:,L Aar "2, , 2010.
AI' C, IM 1tLP A
Secretary of the Rosemead Community
Development Commission
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STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS.
CITY OF ROSEMEAD )
I, Gloria Molleda, Commission Secretary of the City of Rosemead, do hereby certify that the
foregoing Resolution No. 2010-21 being:
A RESOLUTION OF THE ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION
AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $12,000,000 OF THE
COMMISSION'S MERGED REDEVELOPMENT PROJECT TAX ALLOCATION BONDS,
SERIES 2010A AND THE EXECUTION AND DELIVERY OF AN INDENTURE, A PURC
CONTRACT, A CONTINUING DISCLOSURE AGREEMENT AND AN OFFICIAL
STATEMENT, AND APPROVING A PRELIMINARY OFFICIAL STATEMENT IN
CONNECTION THEREWITH AND AUTHORIZING RELATED ACTIONS
was duly and regularly approved and adopted by the Rosemead Community Development
Commission on the 22nd of June, 2010, by the following vote to wit:
Yes: Armenta, Clark, Low, Ly,
No: Taylor
Abstain: None
Absent: None
Gloria Molleda
Commission Secretary