R-2015-183 2015-10-12RESOLUTION NO. 2015-183
RESOLUTION OF THE CITY OF PEARLAND, TEXAS, APPROVING THE ISSUANCE OF
$66,030,000 DEVELOPMENT AUTHORITY OF PEARLAND TAX ' INCREMENT
CONTRACT REVENUE AND REFUNDING BONDS, SERIES 2015; APPROVING A BOND
RESOLUTION, A PRIVATE PLACEMENT LETTER, AND OTHER DOCUMENTS
RELATING TO THE BONDS; MAKING CERTAIN FINDINGS AND CONTAINING
OTHER PROVISIONS RELATED THERETO
STATE OF TEXAS
COUNTIES OF BRAZORIA, FORT BEND AND HARRIS
CITY OF PEARLAND
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WHEREAS, by City Ordinance No. 891, the City of Pearland, Texas (the "City") created
Reinvestment Zone Number Two, City of Pearland, Texas (the "Zone") pursuant to Chapter 311,
Texas Tax Code (the "TIRZ Act"); and
WHEREAS, by Resolution No. 2004-107 adopted by the City Council of the City on
June 28, 2004, the City authorized the creation of the Development Authority of Pearland (the
"Authority") as a local government corporation pursuant to Subchapter D of Chapter 431, Texas
Transportation Code (the "LGC Act"), to aid, assist and act on behalf of the City in the
performance of the City's governmental and proprietary functions with respect to the common
good and general welfare of the Zone; and
WHEREAS, by City Ordinance No. R2004-170, the City authorized an agreement with
the Zone and the Authority (the "Tri -Party Agreement"), which sets forth, among other things,
the duties and responsibilities of the Authority, the City and the Zone as they relate to
reimbursements for Project Costs (as defined in the Indenture) in the Zone, and pursuant to
which the City and the Zone have agreed to pay the Authority on an annual basis certain of the
Tax Increments (as defined in the Indenture) then available in the Tax Increment Fund (as
defined in the Indenture); and
WHEREAS, the Tri -Party Agreement authorizes the Authority to issue bonds secured by
payments made to the Authority under the Tri -Party Agreement and further authorizes the
Authority to issue such bonds for the purpose of making developer reimbursements for Project
Costs only with the approval of the City; and
WHEREAS, the Authority previously issued its $56,915,000 Tax Increment Contract
Revenue and Refunding Bonds, Series 2012 of which $45,830,000 are outstanding (the
"Refunded Bonds");
WHEREAS, the Authority now desire to refund the Refunded Bonds;
WHEREAS, the Authority desires to issue its Tax Increment Contract Revenue and
Refunding Bonds, Series 2015 in the aggregate principal amount of $66,030,000 (the "Bonds")
HOU:3597145.2
pursuant to a resolution authorizing the issuance of the Bonds (the "Bond Resolution") adopted
by the Authority on October 12, 2015, and the Authority desires to use the proceeds from the
sale of such Bonds for the purposes of (1) paying Project Costs (which includes amounts owed to
developers under certain development agreements and the acquisition and the construction of
certain public works and public improvements within the Zone) (2) refunding the Refunded
Bonds; and (3) to pay the costs of issuance of the Bonds, all under and pursuant to the authority
of the Act and all other applicable law; and
WHEREAS none of the proceeds of the Bonds shall be used for the purpose of paying or
otherwise providing for educational facilities, and
WHEREAS the City Council desires to approve the issuance of the Authority's Tax
Increment Contract Revenue and Refunding Bonds, Series 2015; Now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND,
TEXAS THAT:
Section 1. Preamble. The facts and recitations set out in the preamble of this Resolution
are found to be true and correct and are hereby adopted and made a part hereof for all purposes.
Section 2. Approval of Bonds; Authorization of Agreements; Approval of
Reimbursements. City Council hereby approves the issuance of the Bonds by the Authority and
all reasonable agreements necessary in connection with the issuance of the Bonds, including
without limitation the following: the Private Placement Letter with Compass Mortgage
Corporation, an Alabama Corporation (attached hereto as Exhibit A), the Private Placement with
Regions Capital Advantage, Inc. (attached hereto as Exhibit B) and any and all other documents
and agreements reasonable and necessary for the Authority to issue the Bonds (collectively, the
"Agreements"). City Council hereby reconfirms its prior approval of certain developer
reimbursements and acknowledges that a portion of the proceeds from the sale of the Bonds will
be used to make such reimbursements.
Section 3. Approval of Bond Resolution. City Council hereby approves the Authority's
Bond Resolution authorizing the issuance of the Authority's $66,030,000 Development
Authority of Pearland Tax Increment Contract Revenue and Refunding Bonds, Series 2015, a
copy of which is attached hereto as Exhibit B.
Section 4. Authorization of Other Matters Relating Thereto. The Mayor, City Secretary
and other officers and agents of the City are hereby authorized and directed to do any and all
things necessary or desirable to carry out the provisions of this Resolution.
Section 5. Effective Date. This Resolution shall take effect immediately upon passage.
Section 6. Public Meeting. It is officially found, determined and declared that the
meeting at which this Resolution is adopted was open to the public and public notice of the time,
place and subject matter of the public business to be considered at such meeting, including this
Resolution, was given all as required by the Texas Government Code, Chapter 551, as amended.
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HOU:3597145.2
PASSED AND APPROVED this 12th day of October, 2015.
ATTEST:
Secre
ty of P ' and, Texas
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Mayor
City of Pearland
EXHIBIT A
Private Placement Letter with Compass Mortgage Corporation
See Transcript Tab
HOU:3597145.2
EXHIBIT B
Private Placement Letter with Regions Capital Advantage, Inc.
See Transcript Tab
HOU:3597145.2
EXHIBIT C
Bond Resolution
See Transcript Tab
HOU:3597145.2