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HomeMy WebLinkAboutResolution 2021-139 N.C.S. 8/02/2021 Resolution No. 2021-139 N.C.S. Page 1 Resolution No. 2021-139 N.C.S. of the City of Petaluma, California APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED ACTIONS IN CONNECTION WITH FINANCING CAPITAL IMPROVEMENTS, AND APPROVING RELATED DOCUMENTS AND ACTIONS WHEREAS, the City of Petaluma (the “City”) is responsible for maintaining approximately 396 lane miles of roads and streets, has a considerable backlog of road and street maintenance and improvement projects, and with the passage of Measure U by the voters in November, 2020, now has the financial resources to address a portion of the backlog; and WHEREAS, toward that end, the City anticipates undertaking road reconstruction and rehabilitation, asphalt overlays, structural overlays, slab replacement and sealing, and other improvements to the streets, roads, curbs, gutters, sidewalks and related facilities in the City (collectively, the “Project”), to be financed through the issuance and sale by the Petaluma Public Financing Authority (the “Authority”) of its 2021 Lease Revenue Bonds (Road Improvement Projects) (the “Bonds”); and WHEREAS, to finance the Project, the City has proposed to lease certain real property to the Authority, and to lease back the property from the Authority in consideration of semi-annual lease payments securing the repayment of the Bonds; and WHEREAS, the City owns various facilities and real property, including the Public Works Building located at 202 N McDowell Boulevard; the Community Center located at 320 N McDowell Boulevard; the Police Department Building located at 969 Petaluma Boulevard N; and City Hall located at 11 English Street (collectively, the “Leased Property”); and WHEREAS, for purposes of the sale of the Bonds, City staff have caused to be prepared an Official Statement describing the City, the Bonds and the Leased Property, the preliminary form of which is on file with the City Clerk and the City Council; and WHEREAS, the City Council has duly held a public hearing regarding the issuance by the Authority of the Bonds to finance a portion of the Project in accordance with the requirements of the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5, Division 7, Title 1 of the Government Code of the State of California, commencing with Section 6584 of said Code (the “Bond Law”), the notice of which has been given in accordance with the requirements of Section 6586.5 of the Bond Law; and WHEREAS, Section 46 of the Petaluma Charter (the “Charter”) provides that certain specified City actions, including actions to lease property, shall be done by ordinance, except where the City Council takes action pursuant to general state law; and WHEREAS, Section 37380 of the California Government Code authorizes cities to lease city owned or controlled property, and the Joint Exercise of Powers Law, being Article 1 of Chapter 5, Division 7, Title 1 of the California Government Code, commencing with Section 6500 of said Code (the “JPA Act”), authorizes the creation of joint powers agencies such as the Authority to assist in the financing of local agency capital improvement projects; and DocuSign Envelope ID: D1FAE4BA-3E6F-40D1-BD0F-5270151BCE0A Resolution No. 2021-139 N.C.S. Page 2 WHEREAS, the Authority has been created under the JPA Act and has the power to lease land and structures as necessary or convenient for the financing of public capital improvements in accordance with subdivision (h) of Section 6588 of the Bond Law; and WHEREAS, as actions taken pursuant to the JPA Act, the Bond Law and other general state law, actions of the City Council and the Authority to authorize the leasing of the Leased Property and the issuance of the Bonds as proposed are in accordance with Section 46 of the Charter; and WHEREAS, this action is exempt from the California Environmental Quality Act (CEQA) because it is not a project which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and consists of the creation of government funding mechanisms or other government fiscal activities, which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment, and fiscal and administrative activity pursuant to CEQA Guideline section 15378, subdivision (b), paragraphs (4) and (5); and, moreover, further CEQA analysis will be performed prior to the approval of the projects that the bonds will fund, many or all of which will be categorically exempt from CEQA pursuant to CEQA Guidelines Section15301(c) because the projects will consist of the repair, maintenance, and minor alteration of existing public facilities involving negligible or no expansion of existing or former use, including streets and bicycle trails; and WHEREAS, the City Council has duly considered such transactions and wishes at this time to approve all proceedings and documents to which the City is a party relating to the proposed financing. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Petaluma, as follows: 1. Recitals Incorporated as Findings. The above recitals are hereby declared to be true and correct and incorporated into this resolution as findings of the City Council. 2. Action Exempt from CEQA. The City Council hereby finds and determines that this action is exempt from the requirements of CEQA because it is not a project which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and consists of the creation of government funding mechanisms or other government fiscal activities, which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment, and fiscal and administrative activity pursuant to CEQA Guideline section 15378, subdivision (b), paragraphs (4) and (5); and, moreover, further CEQA analysis will be performed prior to the approval of the projects that the bonds will fund, many or all of which will be categorically exempt from CEQA pursuant to CEQA Guidelines Section15301(c) because the projects will consist of the repair, maintenance, and minor alteration of existing public facilities involving negligible or no expansion of existing or former use, including streets and bicycle trails. 3. Approval of Financing Plan. The City Council hereby approves the financing plan described in the recitals of this Resolution. Toward that end, the City Council hereby approves of the issuance of the Bonds by the Authority under the Bond Law, in the aggregate principal amount of not to exceed $25,000,000, for the purpose of providing financing for the Project. 4. Approval of Financing Agreements. The City Council hereby approves each of the following agreements required to implement the financing plan to be accomplished by the Bonds, in substantially the respective forms on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the Mayor, City Manager, the Assistant City Manager or the Finance Director (each, an “Authorized Officer”), and the execution thereof by an Authorized Officer shall be conclusive evidence of the approval of any such changes or additions: DocuSign Envelope ID: D1FAE4BA-3E6F-40D1-BD0F-5270151BCE0A Resolution No. 2021-139 N.C.S. Page 3 Site Lease between the City as lessor and the Authority as lessee, under which the City leases the Leased Property to the Authority in consideration of the payment of an upfront site lease payment, which will be applied by the City to finance the Project and pay costs of issuance. Lease Agreement between the Authority as lessor and the City as lessee, under which the Authority leases the Leased Property back to the City and the City agrees to pay semi-annual lease payments which are sufficient to provide for payment of principal of and interest on the Bonds when due. An Authorized Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed, if necessary, to attest the final form of each of the foregoing agreements. 5. Sale of Bonds. The City Council hereby approves the sale of the Bonds by the Authority via competitive sale; provided, that the principal amount of the Bonds shall not exceed the par amount described in section 1 and the true interest cost of the Bonds shall not exceed 3.50%. Notwithstanding the foregoing, the Bonds may be sold via negotiated sale if an Authorized Officer determines that to be in the best interests of the City and the Authority. If negotiation with an underwriter is selected, the underwriter’s discount shall not exceed 0.60%, and the negotiated sale of the Bonds shall be accomplished pursuant to a bond purchase agreement to be entered into among the underwriter, City, and Authority, with each Authorized Officer hereby delegated the authority to negotiate, execute and deliver such bond purchase agreement on behalf of the City, subject to the review and approval of such agreement by the City Attorney and Jones Hall, as bond counsel. 6. Findings and Determinations. In accordance with Sections 6586 and 6586.5 of the Bond Law, the City Council hereby finds and determines that there will be “significant public benefits” to the citizens of the City by financing a portion of the costs of the Project through the issuance of the Bonds. Such benefits include demonstrable savings in effective interest rates. 7. Official Statement; Continuing Disclosure Certificate. The City Council hereby approves and deems nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the Preliminary Official Statement describing the Bonds in the form on file with the City Clerk, together with such modifications thereof as may be approved by an Authorized Officer. An Authorized Officer is hereby authorized and directed to (a) execute and deliver to the purchaser of the Bonds a certificate deeming the Preliminary Official Statement to be final, as of its date, within the meaning of such Rule, (b) approve any changes in or additions to cause the Official Statement to be put in final form, and (c) execute the Final Official Statement for and in the name and on behalf of the City. The City Council hereby authorizes the distribution of the Preliminary Official Statement and the Final Official Statement. 8. The City Council hereby approves the Continuing Disclosure Certificate to be executed by the City, the form of which is attached as an exhibit to the Preliminary Official Statement. Each of the Authorized Officers is hereby authorized and directed to approve any changes in or additions to a final form of said Continuing Disclosure Certificate, and the execution thereof by an Authorized Officer shall be conclusive evidence of approval of any such changes and additions. The final Continuing Disclosure Certificate shall be executed in the name and on behalf of the City by an Authorized Officer. 9. Official Actions. The Mayor, the City Manager, the Assistant City Manager, the Finance Director, the City Clerk and all other officers of the City are each authorized and directed in the name and on behalf of the City to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they or any of them might deem necessary or DocuSign Envelope ID: D1FAE4BA-3E6F-40D1-BD0F-5270151BCE0A Resolution No. 2021-139 N.C.S. Page 4 appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved under this Resolution, including executing any commitments or other documents necessary to obtain bond insurance and/or a reserve surety policy for the Bonds. Whenever in this Resolution any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of any person serving in such role in an interim capacity or by any officer or person designated by such officer to act on his or her behalf. 10. Effective Date. This Resolution shall take effect immediately upon its passage and adoption. Under the power and authority conferred upon this Council by the Charter of said City. REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the Council of the City of Petaluma at a Regular meeting on the 2nd day of August 2021, by the following vote: Approved as to form: __________________________ City Attorney AYES: Mayor Barrett; Vice Mayor Barnacle; Fischer; Healy; King; McDonnell; Pocekay NOES: None ABSENT: None ABSTAIN: None ATTEST: ______________________________________________ City Clerk ______________________________________________ Mayor DocuSign Envelope ID: D1FAE4BA-3E6F-40D1-BD0F-5270151BCE0A