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HomeMy WebLinkAbout2024-002 - Resolution - (S.A.) RESOLUTION NO. SA-2024-002 A RESOLUTION OF THE SUCCESSOR AGENCY TO THE RANCHO CUCAMONGA REDEVELOPMENT AGENCY CONFIRMING THE ISSUANCE OF TAX ALLOCATION REFUNDING BONDS PURSUANT TO A SEVENTH SUPPLEMENTAL INDENTURE, APPROVING PRELIMINARY AND FINAL OFFICIAL STATEMENTS, BOND -- PURCHASE NT AND--PROVIDING OTHER—MATTERS RELATING THERETO WHEREAS, the Rancho Cucamonga Redevelopment Agency(the"Former Agency")was a public body, corporate and politic, duly 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, constituting Part 1 of Division 24 of the Health and Safety Code of the State (the "Redevelopment Law"); and WHEREAS, a plan for the redevelopment project known and designated as the "Rancho Project Area Rancho Cucamonga Redevelopment Agency Plan"'(the "Redevelopment Plan") for that certain project area described in the Redevelopment Plan (the "Project Area") was adopted and approved by Resolution No. RA 81-14 on December 23, 1981, as amended pursuant to Ordinance No. 316A on August 13, 1987, Ordinance No. 537 on November 16, 1994, Ordinance No. 657 on June 20, 2001, and Ordinance No. 674 on January 16, 2002, and all: requirements of law for and-precedent-to-the-adoption-and approval of the Redevelopment Plan have-been-duly— -- -- complied with; and WHEREAS, to finance and refinance redevelopment activities through the issuance of bonds, the Former Agency and subsequently the Successor Agency entered into that certain Trust Indenture, dated as of March 1,1990, by and between the Former Agency and Computershare Trust Company, N.A. (the "Trustee"), as successor to Bank of America National Trust and Savings Association, as trustee (the "Indenture"), as amended and supplemented by that certain First Supplemental Indenture, dated as of February 1, 1994, by and between the Former Agency and Trustee, as successor to Bank of America National Trust and Savings Association, as trustee (the "First Supplemental Indenture"); that certain Second Supplemental Indenture, by and between the Former Agency and Trustee, as successor to U.S. Bank Trust National Association, as trustee (the "Second Supplement'), dated as of August 1, 1999; that certain Third Supplemental Indenture, by and between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the "Third Supplement'), dated as of August 1, 2001; that certain Fourth Supplemental Indenture, by and between the Former Agency and Trustee, as successor to Wells Fargo Bank National Association, as trustee (the "Fourth Supplement'), dated as of March 1, 2004, for the purpose of financing and refinancing redevelopment activities with respect to the Redevelopment Project; that certain Fifth Supplemental Indenture, by and between the Successor Agency and the Trustee, as successor to Wells Fargo Bank, N.A. as trustee (the "Fifth Supplement'), dated as of July 1, 2014; and that certain Sixth Supplemental Indenture, by and between the Successor Agency and the Trustee, as successor to Wells Fargo Bank N.A., as trustee, dated as of October 1, 2016 (the "Sixth Supplement," and collectively with the Indenture, First Supplement, Second Supplement, Third Supplement, Fourth Supplement, Fifth Supplement, and Sixth Supplement, the "Original Indenture"); and WHEREAS, by implementation of California Assembly Bill X1 26, which amended provisions of the California Redevelopment Law(Health and Safety Code Section 33000, et seq.) Resolution No. SA-2024-002 - Page 1 of 5 and the California Supreme Court's decision in California Redevelopment Association v. Matosantos, the Former Agency was dissolved on February 1, 2012 in accordance with California Assembly Bill X1 26 approved by the Governor of the State of California on June 28, 2011 ("AB 26"), and, on February 1, 2012, the Successor Agency, in accordance with and pursuant to AB 26, assumed the duties and obligations set forth in AB 26 for the Former Agency, including, without limitation,the obligations of the Former Agency under the Indenture, the First Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement and related documents to which—the Former Agency was a party;and WHEREAS, Section 34177.5(a)(1) of the Dissolution Act authorizes the Successor Agency to undertake proceedings for the refunding of outstanding bonds and other obligations of the Former Agency, subject to the conditions precedent contained in said Section 34177.5; and WHEREAS, Section 34177.5 authorizes the Successor Agency to issue refunding bonds pursuant to Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code (the "Refunding Law") for the purpose of achieving debt service savings within the parameters set forth in Section 34177.5(a)(1) (the "Savings Parameters"); and WHEREAS, the Successor Agency previously issued its$174,050,000 Successor Agency to the Rancho Cucamonga Redevelopment Agency Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2014 (the "Prior Bonds"), for the purpose of refinancing certain outstanding bonds issued by the Former Agency pursuant to the Indenture and the Fifth Supplement;--and-- WHEREAS, to determine compliance with the savings parameters for purposes of the issuance by the Successor Agency of its Rancho Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2025 (the "Refunding Bonds"), the Successor Agency has caused its municipal advisor, Fieldman, Rolapp & Associates, Inc. (the "Municipal Advisor"), to prepare an analysis of the potential savings that will accrue to the Successor Agency and to applicable taxing entities as a result of the use of the proceeds of the Refunding Bonds to repay all or a portion of the Prior Bonds and, thereby, to refund all or a portion of the Prior Bonds (the "Debt Service Savings Analysis"); and WHEREAS, the Successor Agency, pursuant to Resolution No. SA 2024-001 (the "Resolution"), adopted on October 2, 2024, approved the issuance of the Refunding Bonds, subject to the savings parameters being met, approved the form of that certain Seventh Supplemental Indenture, by and between the Successor Agency and the Trustee, and requested that the San Bernardino Countywide Oversight Board (the "Oversight Board") approve the issuance of the Refunding Bonds by the Successor Agency; and WHEREAS, the Oversight Board, by Resolution No. 2024-24 (the "OB Resolution"), adopted on October 17, 2025, approved the issuance of the Refunding Bonds by the Successor Agency, and the OB Resolution, together with additional materials, have been submitted to the California Department of Finance for its approval of the OB Resolution and the issuance of the Refunding Bonds; and WHEREAS, the Successor Agency, with the assistance of its disclosure counsel, Best Best & Krieger LLP, has prepared a draft of the Official Statement for the Refunding Bonds (the "Official Statement"), which contains information regarding the Refunding Bonds, the Former Agency, the Successor Agency, and the Rancho Redevelopment Project Area, the preliminary form of which is on file with the City Clerk; and Resolution No. SA-2024-002 - Page 2 of 5 WHEREAS, the Successor Agency, with the aid of its staff, has reviewed the Official Statement and wishes at this time to approve its use and distribution as in the public interests of the Successor Agency and applicable taxing entities. NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the City Council of the City of Rancho Cucamonga, acting in its capacity as the legislative body of the Successor Agency to the Rancho Cucamonga Redevelopment Agency, as follows: Section 1. Confirmation of Approval of Issuance of the Refundinq Bonds. The Successor Agency hereby confirms its actions in the Resolution authorizing and approving the issuance and sale of the Refunding Bonds and other matters set forth herein. Section 2. Approval of Official Statement. The Successor Agency hereby approves the preliminary Official Statement in substantially the form on file with the City Clerk. Distribution of the preliminary Official Statement by the Successor Agency and Stifel, Nicolaus & Company, Incorporated (the "Underwriter') is hereby approved, and, prior to the distribution of the preliminary Official Statement, the City Manager of the City of Rancho Cucamonga ("City Manager'), as the chief administrative officer of the Successor Agency, and the Finance Director of the City of Rancho Cucamonga (the "Finance Director," and together with the City Manager, the "Authorized Officers"), each acting alone, are authorized and directed, on behalf of the Successor Agency, to deem the preliminary Official Statement "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule"). The execution of the final Official Statement-which-shall-include-such-changes and additions thereto--deemed advisable-by-an - Authorized Officer, and such information permitted to be excluded from the preliminary Official Statement pursuant to the Rule, is hereby approved for delivery to the purchasers of the Refunding Bonds, and the Authorized Officers, each acting alone, are authorized and directed to execute and deliver the final Official Statement for and on behalf of the Successor Agency and to deliver to the Underwriter a certificate with respect to the information set forth therein. Section 3. Sale of the Refunding Bonds. The Successor Agency hereby approves the form of the Bond Purchase Agreement, between the Successor Agency and the Underwriter (the "Bond Purchase Agreement"). The Authorized Officers, each acting alone, are hereby authorized and directed to execute and deliver the Bond Purchase Agreement for and in the name and on behalf of the Successor Agency, in substantially the form on file with the Secretary of the Successor Agency, with such changes therein, deletions therefrom and additions thereto as the Authorized Officer executing the same shall approve, such approval to be conclusively evidenced by the execution and delivery of the Bond Purchase Agreement. The Successor Agency hereby authorizes the delivery and performance of its obligations under the Bond Purchase Agreement. The Successor Agency hereby approves the sale of the Refunding Bonds to the Underwriter, pursuant to the Bond Purchase Agreement, and the Authorized Officers are hereby authorized and directed to provide such information to the Underwriter as they request in connection with the marketing of the Refunding Bonds, and to provide such representations and warranties as is customary in connection with the issuance of bonds such as the Refunding Bonds, including by executing a certificate deeming the Preliminary Official Statement "final" pursuant to the Rule. Section 4. Approval of the Continuinq Disclosure Certificate. The form of the Continuing Disclosure Certificate on file with the Secretary of the Successor Agency and appended to the Official Statement is hereby approved and the Authorized Officers, each acting alone, are hereby authorized and directed, for and in the name and on behalf of the Successor Resolution No. SA-2024-002 - Page 3 of 5 Agency, to execute and deliver the Continuing Disclosure Certificate with such changes therein, deletions therefrom and additions thereto as the Authorized Officer executing the same shall approve, such approval to be conclusively evidenced by the execution and delivery of Continuing Disclosure Certificate. The Successor Agency hereby authorizes the delivery and performance of its obligations under the Continuing Disclosure Certificate. Section 5. Official Actions. The Authorized Officers, or their designees, and any and allot er o iff cers�o the Successor Agency are hereby authorized and directed,-of r and in the name and on behalf of the Successor Agency, to do any and all things and take any and all actions, which they, or any of them, may deem necessary or advisable in connection with the issuance, sale and delivery of the Refunding Bonds. Whenever herein any officer of the Successor Agency is directed to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer is absent or unavailable. Section 6. Effective Date. This resolution shall take effect immediately upon its adoption. Resolution No. SA-2024-002 - Page 4 of 5 PASSED, APPROVED, and ADOPTED this 20th day of November, 2024. y �. e _,is_M chael, P _side ATTEST: "nieynolds, Secretary STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO ) ss CITY OF RANCH.O-C1IiCAM0MGA_)—.. I, Janice C. Reynolds, Secretary of the Successor Agency to the Rancho Cucamonga Redevelopment Agency, do hereby certify that the foregoing Resolution was duly passed, approved, and adopted by the Successor Agency of the City of Rancho Cucamonga Redevelopment Agency, at a Regular Meeting of said Successor Agency held on the 20th day of November, 2024. AYES: Hutchison, Kennedy, Michael, Scott, Stickler NOES: None ABSENT: None ABSTAINED: None Executed this 21s' day of November, 2024, at Rancho Cucamonga, California. J C. leynolds, Secretary F Resolution No. SA-2024-002 - Page 5 of 5