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RESOLUTION NO._____
RESOLUTION OF THE RIALTO PUBLIC FINANCING
AUTHORITY APPROVING THE ISSUANCE OF LEASE
REVENUE BONDS, 2023 SERIES A (POLICE STATION
PROJECT), IN THE AGGREGATE PRINCIPAL AMOUNT NOT
TO EXCEED $ 80,000,000; APPROVING THE FORM OF A
PRELIMINARY OFFICIAL STATEMENT AND THE EXECUTION
AND DELIVERY OF A FINAL OFFICIAL STATEMENT, A SITE
AND FACILITY LEASE, A LEASE AGREEMENT, AN
ASSIGNMENT AGREEMENT, AN INDENTURE AND A BOND
PURCHASE AGREEMENT; AND AUTHORIZING ACTIONS AND
EXECUTION OF DOCUMENTS RELATED THERETO
WHEREAS, the Rialto Public Financing Authority (the “Authority”) is continued in existence pursuant to an Amended and Restated Joint Exercise of Powers Agreement, dated as of October 10, 2023 (the “Agreement”), by and among the City of Rialto (the “City”), the Rialto Housing Authority and the Successor Agency to the Redevelopment Agency of the City of Rialto , and is authorized under the Agreement and under the laws of the State of California (the “State”) to finance and refina nce the acquisition and construction of public capital improvements for any of its members; and WHEREAS, the City desires to finance the acquisition, construction and improvement of new police department facilities in the City (the “Police Station Project”); and WHEREAS, it has been proposed that the Authority assist the City in providing funds to finance the Police Station Project by entering into an Indenture, dated as of December 1, 2023 (the “Indenture”), by and between the Authority and U.S. Bank Trust Company, Nati onal Association , as trustee and providing for the issuance and delivery of the Authority’s Lease Revenue Bonds, 2023 Series A (Police Station Project) (the “Bonds”); and
WHEREAS, the City, as one of the members of the Authority, has heretofore held a public hearing pursuant to Sections 6586.5 and 54953 of the Government Code of the State and in connection therewith has approved the Authority’s financing of the Police Station Project and has found that (i) the public capital improvements constituting the Police Station Project are to be located within the boundaries of the City and (ii) there are significant public benefits (as defined in Section 6586 of the Government Code of the State) arising from the Authority’s issuance of the Bonds to finance the Police Station Project; and WHEREAS, Section 5852.1 of the Government Code of the State requires that the governing body of a public body prior to authorizing the issuance of bonds with a term of greater than 13 months,
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obtain good faith estimates of the following information in a meeting open to the public: (a) the true interest cost of the bonds, (b) the sum of all fees and charges paid to third parties with respect to the bonds, (c) the amount of proceeds of the bonds expected to be received net of the fees and charges paid to third parties and any reserves or capitalized interest paid or funded with proceeds of the bonds, and (d) the sum total of all debt service payments on the bonds calculated to the final maturity of the bonds plus the fees and charges paid to third parties not paid with the proceeds of the bonds; WHEREAS, the Board of Directors (the “Board) of the Authority has duly considered the issuance and sale of the Bonds and wishes at this time to approve the issuance and sale of the Bonds; and WHEREAS, the City Council has approved the Site and Facility Lease, the Lease, the Preliminary Official Statement, the Official Statement, a Continuing Disclosure Agreement related to the Bonds and the Bond Purchase Agreement;
NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE RIALTO PUBLIC
FINANCING AUTHORITY DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:
1. Approval of the Issuance of the Bonds. The Board hereby approves the issuance and sale of the Bonds in the aggregate principal amount not to exceed $80,000,000 to be issued in accordance with the terms of, and in the form set forth in, the Indenture.
2. Approval of the Site and Facility Lease. The Board hereby approves the Site and Facility Lease in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. The Chairperson, Vice-Chairperson, Executive Director, Interim Executive Director or Treasurer of the Authority, or their individual designee, or any member of the Board (each, a “Responsible Officer”) , are each hereby authorized to execute the Site and Facility Lease in substantially such form, with such revisions, amendments and completions as shall be approved by a Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof.
3. Approval of the Lease Agreement. The Board hereby approves the Lease Agreement in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any Responsible Officer is hereby authorized to execute the Lease Agreement in substantially such form, with such revisions, amendments and completions as shall be approved
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by a Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof.
4. Approval of the Assignment Agreement. The Board hereby approves the Assignment Agreement in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any Responsible Officer is hereby authorized to execute the Assignment Agreement in substantially such form, with such revisions, amendments and completions as shall be approved by a Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof.
5. Approval of the Indenture. The Board hereby approves the Indenture in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any Responsible Officer is hereby authorized to execute the Indenture in substantially such form, with such revisions, amendments and completions as shall be approved by a Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof.
6. Approval of the Preliminar y Official Statement and Official Statement . The Board hereby approves the Preliminary Official Statement relating to the Bonds, in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, with such revisions, amendments and completions as shall be approved by a Responsible Officer, with the advice of Bond Counsel and Disclosure Counsel, to make the Preliminary Official Statement final as of its date, except for the omission of certain information, as p ermitted by Section 240.15c2 -12(b) of Title 17 of the Code of Federal Regulations (“Rule 15c2 -12”), and any certificate relating to the finality of the Official Statement under Rule 15c2 -12. A Responsible Officer is authorized and directed to execute and deliver a final Official Statement, with such additions and changes as may be approved by Bond Counsel and Disclosure Counsel and the Responsible Officer executing the same, such approval to be conclusively evidenced by the execution and delivery thereof. Citigroup Global Markets Inc., as Underwriter , is hereby authorized by the Authority to distribute the Preliminary Official Statement to persons who may be interested in the purchase of the Bonds and to deliver the final Official Statement as contemplated by the Bond Purchase Agreement.
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7. Approval of the Bond Purchase Agreement . The Board hereby approves the Bond Purchase Agreement in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any Responsible Officer is hereby authorized to execute the Bond Purchase Agreement in substantially such form, with such revisions, amendments and completions as shall be approved by a Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof; provided, however, that such additions, deletions or changes in the Bond Purchase Agreement shall provide for an Underwriter’s discount or fee (excluding any original issue discount) not to exceed 0.625% of the principal amount of the Bonds and a true interest cost with respect to the Bonds not greater than 5.75%.
8. Good Faith Cost Estimates. In accordance with Section 5852.1 of the Government Code of the State, good faith estimates of the following are set forth in the staff report related to this Resolution and were disclosed at this meeting : (a) the true interest cost of the Bonds, (b) the sum of all fees and charges paid to third parties with respect to the Bonds, (c) the amount of proceeds of the Bonds expected to be received net of the fees and charges paid to third parties and any reserves or capitalized interest paid or funded with proceeds of the Bonds, and (d) the sum total of all debt service payments on the Bonds calculated to the final maturity of the Bonds plus the fees and charges paid to third parties not paid with the proceeds of the Bonds.
9. Ratification of the Appointment of Professionals . The Authority ratifies the appointment of Norton Rose Fulbright US LLP, as Bond Counsel and Disclosure Counsel, Urban Futures, Inc., as Municipal Advisor, and Citigroup Global Markets Inc. as Underwriter , in connection with the issuance and sale of the Bonds.
10. Official Actions. The Responsible Officers, the Secretary and all other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and take any and all other actions, including the publication of any notices necessary or desirable in connection with the issuance and sale of the Bonds, procurement of municipal bond insurance, if any, and reserve fund surety b ond, if any, and execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, deem necessary or advisable to
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consummate the lawful issuance and sale of the Bonds and the consummation of the transactions as described herein.
11. Effective Date . This Resolution shall take effect from and after the date of its passage and adoption.
12. Secretary Certification. The Secretary shall certi fy to the adoption of this Resolution.
Notwithstanding the foregoing, such certification and any of the other duties and responsibilities assigned to the Secretary pursuant to this Resolution may be performed by a Deputy Secretary with the same force and effect as if performed by the Secretary hereunder. \\\\
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PASSED APPROVED AND ADOPTED this 14th day of November, 2023.
_______________________________
DEBORAH ROBERTSON, Chairperson
ATTEST:
______________________________
BARBARA McGEE, Secretary
APPROVED AS TO FORM:
______________________________
ERIC VAIL, Authority Counsel
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STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO ) ss
CITY OF RIALTO )
I, Barbara McGee, Secretary of the Rialto Public Financing Authority, do hereby certify that the foregoing Resolution No.____ was duly passed and adopted at a regular meeting of the Board of Directors of the Rialto Public Financing Authority held on the 14th day of November, 2023.
Upon motion of Director ____________, seconded by Director ____________, the foregoing Resolution No. ____ was duly passed and adopted.
Vote on the motion:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and the Official Seal of the City of Rialto this 14th day of November, 2023.
____________________________________
BARBARA McGEE, SECRETARY