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HomeMy WebLinkAbout2019-014 - Issuance of Tax-Exempt ObligationsRESOLUTION NO. 2019-014 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE ISSUANCE OF TAX-EXEMPT OBLIGATIONS BY THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $38,000,000 TO FINANCE FACILITIES FOR THE BENEFIT OF THE ORANGEWOOD REAL PROPERTY, LLC AND SAMUELI ACADEMY WHEREAS, Orangewood Real Property, LLC, a California limited liability company (the 'Borrower"), the sole member of which is Orangewood Foundation, a California nonprofit public benefit corporation (the "Foundation"), has requested that the California Enterprise Development Authority, a joint exercise of powers agency established pursuant to the laws of the State of California (the "Authority'), issue its tax-exempt obligations, from time to time pursuant to a plan of finance (the "Obligations"), in an aggregate principal amount not expected to exceed $38,000,000, for the benefit of the Borrower, pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the State (commencing with Section 6500) (the "Act"), for the purpose of making one or more loans to the Borrowerto finance the cost of developing, constructing, installing, improving, equipping and furnishing educational facilities, consisting of classrooms, a student innovation center, a 16,000 square foot gymnasium, an outdoor soccer field, a 48 room student dormitory and other related facilities, all located on a 7.1 acre parcel of land at 1901 and 1919 North Fairview Road, Santa Ana, California (collectively, the "Facilities"); and WHEREAS, a portion of the proceeds of the Obligations will be used to paythe costs of issuance in connection with such financing and other related costs; and WHEREAS, the Foundation is an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986 (the "Code') and, through the Borrower, will own the Facilities in connection with its mission of helping foster and community youth develop and achieve their educational goals, from high school to college to graduate school; and WHEREAS, the Borrower will lease the Facilities to Samueli Academy, a California nonprofit public benefit corporation and charter school; and WHEREAS, the issuance of the Obligations must be approved by the governmental unit on behalf of which the Obligations are issued and a governmental unit having jurisdiction over the territorial limits in which the Facilities are located pursuant to the public approval requirement of Section 147(f) of the Code; and WHEREAS, the Facilities are located within the territorial limits of the City of Santa Ana (the "City'), and the City Council of the City (the "City Council") is the elected legislative body of the City and is the "applicable elected representative" required to approve the issuance of the Obligations under Section 147(f) of the Code; and Resolution No. 2019-014 Page 1 of 4 WHEREAS, the issuance of the Obligations shall be subject to the approval of and execution by the Authority of all financing documents relating thereto to which the Authority is a party; and WHEREAS, the Authority and the Borrower have requested the City Council to approve the issuance of the Obligations in order to satisfy the public approval requirements of Section 147(f) of the Code; and WHEREAS, a public hearing was held by the City Council on this 5th day of February, 2019, at the meeting which commenced at the hour of 5:45 p.m., in the City Hall Council Chamber, 22 Civic Center Plaza, Santa Ana, California 92701, following duly published notice thereof in a newspaper of general circulation in the City of Santa Ana, and all persons desiring to be heard have been heard; and WHEREAS, it is intended that this Resolution shall comply with the public approval requirements of Section 147(f) of the Code; provided, however, that this Resolution is neither intended to nor shall it constitute an approval by the City Council of the Facilities for any other purpose, including, but not limited to, compliance with the California Environmental Quality Act (California Public Resources Code, Section 21100, et seq.) ("CEQA"); NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby finds and declares the above recitals are true and correct; and, be it Section 1. The City Council hereby finds and determines that all of the recitals are true and correct. The City Council, as the "applicable elected representative" of the governmental unit on behalf of which the Obligations will be issued and having jurisdiction over the area in which the Facilities are located, hereby approves the issuance of the Obligations by the Authority, which Obligations may be tax-exempt and/or taxable as approved by the Authority in its resolution, in an amount not to exceed $38,000,000 to finance the cost of the Facilities. This Resolution shall constitute "issuer" approval and "host" approval of the issuance of the Obligations within the meaning of Section 147(f) of the Code; provided, however, that this Resolution shall not constitute an approval by the City Council of the Facilities for any other purposes, including compliance thereof with CEQA, nor does it constitute an approval of the underlying credit or financial structure of the Obligations. The City shall not bear any responsibility for the issuance of the Obligations, the tax-exempt status of the Obligations, the repayment of the Obligations or any other matter related to the Obligations. Section 2. All actions heretofore taken by the officers, employees and agents of the City with respect to the approval of the issuance of the Obligations are hereby approved, confirmed and ratified, and the officers and employees of the City and their authorized deputies and agents are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all certificates and documents which they or bond counsel may deem necessary or advisable in order to consummate the issuance of the Obligations and otherwise to effectuate the purposes of this Resolution. Resolution No. 2019-014 Page 2 of 4 Section 3. The adoption of this Resolution shall not obligate the City or any department thereof to (a) provide any financing for the Facilities; (b) approve any application or request for or take any other action in connection with any planning approval, permit or other action necessary for the acquisition, construction, rehabilitation or operation of the Facilities; or (c) make any contribution or advance any funds whatsoever to the Authority. Section 4. This Resolution shall take effect from and after its adoption. ADOPTED this 5th day of February, 2019. APPROVED AS TO FORM: Sonia R. Carvalho AYES: Councilmembers Iglesias, Penaloza, Pulido, Sarmiento, Solorio, Villegas (6) NOES: Councilmembers ABSTAIN: Councilmembers None (0) NOT PRESENT: Councilmembers Resolution No. 2019-014 Page 3 of 4 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Norma Mitre, Acting Clerk of the Council, do hereby certify the attached Resolution No. 2019- 014 to be the original resolution adopted by the City Council of the City of Santa Ana on February 5, 2019. Date: Norma Mitre Acting Clerk of the Council City of Santa Ana Resolution No. 2019-014 Page 4 of 4