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CITY COUNCIL AGENDA ITEM NO. 22 



Meeting Date: September 11, 2001

Subject/Title: Approve a resolution authorizing the execution and delivery of a Site Lease, a Facilities Lease and a Continuing Disclosure Agreement in connection with the issuance by the Brentwood Infrastructure Financing Authority of its Capital Improvement Revenue Bonds, Series 2001 and the refunding of its Capital Improvement Program Bonds, Series 1996; making certain findings and determinations; and authorizing certain other actions in connection therewith.

Submitted by: Pamela Ehler, Director of Finance and Information Systems

Approved by: Jon Elam, City Manager


RECOMMENDATION 
Approve a resolution authorizing the execution and delivery of a Site Lease, a Facilities Lease and a Continuing Disclosure Agreement in connection with the issuance by the Brentwood Infrastructure Financing Authority of its Capital Improvement Revenue Bonds, Series 2001 and the refunding of its Capital Improvement Program Bonds, Series 1996; making certain findings and determinations; and authorizing certain other actions in connection therewith.

PREVIOUS ACTION
Under a previous agenda item for this meeting, the Council held a joint public hearing with the Redevelopment Agency and invited public comment on the proposed financing described below.

BACKGROUND
This agenda item seeks to accomplish two purposes. First, the resolution contains certain findings which are required under state law before issuing bonds. Second, this agenda item will approve the City’s portion of the Brentwood Infrastructure Financing Authority bond issue (as distinguished from the Redevelopment Agency’s portion), including the related documentation.
The City’s portion of the proposed bond issue will be used principally to finance the costs of the Brentwood Technology Center, and to refinance a prior bond issue known as the Brentwood Infrastructure Financing Authority Capital Improvement Program Bonds, Series 1996. The City’s portion of the bond issue will also be used to finance certain related items such as costs of issuance, debt service reserves, original issue discount and bond insurance, if it produces a lower cost of borrowing. The total amount of the City’s portion of the bond issue will not exceed $11,000,000.

The City’s portion of this proposed bond issue is structured as a finance lease, a common financing arrangement used by cities throughout California. Neither a change in ownership of the leased property nor a change in the use and occupancy by the City of the leased property will occur; it is a finance lease only. Under this agenda item, a Site Lease and a Facilities Lease are presented for the Council’s consideration in furtherance of the finance lease structure. A Continuing Disclosure Agreement is also presented for the Council’s consideration in order to comply with federal securities laws. It requires annual dissemination of publicly available financing information relating to the City.

Bond Counsel has advised that this financing and refinancing will result in demonstrable savings in the effective interest rate, bond preparation, bond underwriting and bond issuance costs. 

A. Council Action Items

It is in order for the City Council to consider the following resolution at this time in order to implement this plan of financing and refinancing:

1. Resolution No. ________, authorizing the execution and delivery of a Site Lease, a Facilities Lease and a Continuing Disclosure Agreement in connection with the issuance by the Brentwood Infrastructure Financing Authority of its Capital Improvement Revenue Bonds, Series 2001 and the refunding of its Capital Improvement Program Bonds, Series 1996; making certain findings and determinations; and authorizing certain other actions in connection therewith.

B. Items to be Filed with the City Clerk:

1. Notice of Public Hearing and Certificate of Publication of Notice of Public Hearing.
2. Form of Site Lease.
3. Form of Facilities Lease.
4. Forms of Continuing Disclosure Agreement.
Attachments:

· Resolution authorizing the execution and delivery of a Site Lease, a Facilities Lease and a Continuing Disclosure Agreement in connection with the issuance by the Brentwood Infrastructure Financing Authority of its Capital Improvement Revenue Bonds, Series 2001 and the refunding of its Capital Improvement Program Bonds, Series 1996; making certain findings and determinations; and authorizing certain other actions in connection therewith.
· Notice of Public Hearing and Certificate of Publication of Notice of Public Hearing
· Form of Site Lease
· Form of Facilities Lease
· Form of Continuing Disclosure Agreement.

CITY OF BRENTWOOD
RESOLUTION NO. ________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BRENTWOOD AUTHORIZING THE EXECUTION AND DELIVERY OF A SITE LEASE, A FACILITIES LEASE AND A CONTINUING DISCLOSURE AGREEMENT IN CONNECTION WITH THE ISSUANCE BY THE BRENTWOOD INFRASTRUCTURE FINANCING AUTHORITY OF ITS CAPITAL IMPROVEMENT REVENUE BONDS, SERIES 2001 AND THE REFUNDING OF ITS CAPITAL IMPROVEMENT PROGRAM BONDS, SERIES 1996; MAKING CERTAIN FINDINGS AND DETERMINATIONS; AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH

WHEREAS, the Brentwood Infrastructure Financing Authority (the “Authority”) has previously issued its Brentwood Infrastructure Financing Authority Capital Improvement Program Bonds, Series 1996, in the aggregate principal amount of $5,780,000 (the “1996 Bonds”), of which $5,320,000 currently remain outstanding;

WHEREAS, the proceeds of the 1996 Bonds were used in part to finance certain roadway and related and appurtenant public capital improvements;

WHEREAS, the Authority proposes to enter into a Site Lease (the “Site Lease”) and a Facilities Lease (the “Facilities Lease”) with the City of Brentwood (the “City”) to provide funds to finance certain public capital improvements to be known as the “Brentwood Technology Center” (the “Project”) and to refund the 1996 Bonds;

WHEREAS, it is proposed that the Authority issue its Brentwood Infrastructure Financing Authority Capital Improvement Revenue Bonds, Series 2001, in the aggregate principal amount of not to exceed $34,000,000 (the “Bonds”), pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code, for the purposes, among others, of (1) acquiring the Facilities Lease from the City to provide funds to finance the Project and refund the 1996 Bonds; (2) establishing a reserve fund for a portion of the Bonds; and (3) paying the costs of issuance of the Bonds;

WHEREAS, in accordance with Section 6586.5 of the California Government Code, the City Council of the City (the “Council”) held a joint public hearing this date with the governing board of the Agency regarding the financing and refinancing of the public capital improvements proposed to be financed with the proceeds of the Bonds after the publication of notice of such hearing at least five (5) days prior to said hearing, in the Ledger/Dispatch, a newspaper of general circulation in Contra Costa County;

NOW, THEREFORE, BE IT RESOLVED by the Council as follows:

Section 1. In accordance with Section 6586.5 of the California Government Code, the Council hereby finds and determines that the proposed financing of the Project will have one or more of the following public benefits to the citizens of the City, and that such benefits will be significant:

(a) demonstrable savings in effective interest rate, bond preparation, bond underwriting or bond issuance costs;

(b) significant reductions in effective user charges levied by the City;

(c) employment benefits from undertaking the proposed public capital improvements in a timely fashion; and 

(d) more efficient delivery of local agency services to residential and commercial development.

Accordingly, the Council hereby approves the financing of the public capital improvements proposed to be financed with the proceeds of the Bonds. 

Section 2. The Site Lease, in substantially the form submitted to this meeting, is hereby approved. The City Manager of the City, or any officer designated by the City Manager (each, an “Authorized Officer”), is hereby authorized and directed, for and on behalf of the City, to execute and deliver said Site Lease in substantially said form, with such changes therein as the officer executing the same, with the advice of the City’s counsel or Bond Counsel, may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof.

Section 3. The Facilities Lease, in substantially the form submitted to this meeting, is hereby approved. Any Authorized Officer is hereby authorized and directed, for and on behalf of the City, to execute and deliver said Facilities Lease in substantially said form, with such changes therein as the officer executing the same, with the advice of the City’s counsel or Bond Counsel, may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof.

Section 4. The Continuing Disclosure Agreement, in substantially the form submitted to this meeting, is hereby approved. Any Authorized Officer is hereby authorized and directed, for and on behalf of the City, to execute and deliver said Continuing Disclosure Agreement in substantially said form, with such changes therein as the officer executing the same, with the advice of the City’s counsel or Bond Counsel, may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof.

Section 5. The refunding of the 1996 Bonds, as described above, is hereby approved. U.S. Bank Trust National Association, as trustee with respect to such bonds, is hereby authorized to take such actions as may be required to purchase any escrow securities, including U.S. Treasury Obligations – State and Local Government Series, which are necessary or desirable in connection with such refunding, as determined by any Authorized Officer, in consultation with the underwriter of the Bonds.

Section 6. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute, attest and deliver any and all documents, including all things and documents that may be necessary to provide insurance or other credit enhancement with respect to the Bonds or the Facilities Lease, which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds or the Facilities Lease, to accomplish the refunding described herein and otherwise to effectuate the purposes of this resolution.

Section 7. This resolution shall take effect immediately.


PASSED, APPROVED AND ADOPTED by the City Council of the City of Brentwood at a regular meeting on the 11th day of September, 2001, by the following vote:

AYES: Councilmembers

NOES: 

ABSENT: 



CITY CLERK’S CERTIFICATE

I, Karen Diaz, City Clerk of the City of Brentwood, 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 City Council said City at a regular meeting of the City Council of said City duly and regularly and legally held on the 11th day of September, 2001, of which meeting all of such members had due notice, as follows:
AYES: 

NOES: 

ABSENT: 

An agenda of said meeting was posted at least 72 hours before said meeting at 150 City Park Way, Brentwood, California, a location freely accessible to members of the public, and a brief description of said resolution appears 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: ____________, 2001

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