The URL can be used to link to this page

Home My WebLink About85-136RESOLUTION NO. 85-136 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING ISSUANCE OF $6,000,000 FLOATING/FIXED RATE DEMAND BONDS FOR FIESTA MARKETPLACE PARTNERS. WHEREAS, the City of Santa Ana (the "City") is a charter city duly created and existing under the laws and constitution of the State of California; and WHEREAS, on January 21, 1985, the City Council adopted Resolution 85-12 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF BONDS FOR THE PURPOSE OF PROVIDING FINANCING FOR THE ACQUISITION AND CONSTRUCTION OF A FESTIVAL SHOPPING CENTER AND RELATED FACILITIES BY THE GREATER EASTERN DEVELOPMENT CORPORATION" (the "Inducement Resolution") wherein the City, among other things, states its intention to issue industrial development revenue bonds (the "Bonds") pursuant ko the Santa Ana Municipal Code, Chapter 28 (the "Act") in an aggregate amount not to exceed $6,000,000; and WHEREAS, on June 25, 1985, Fiesta Marketplace Partners ("Company"), as successor to Greater Eastern Development Corporation, submitted an application pursuant to Section 28-5 of the Act (the "Application") to the City requesting financing for the acquisition, construction and rehabilitation of an entertainment and retail shopping district to be known as Fiesta Marketplace (the "Project"); and WHEREAS, on July 15, 1985, the City Council adopted Resolution No. 85-86 entitled "A SUPPLEMENTAL RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF BONDS FOR THE PURPOSE OF PROVIDING FINANCING FOR THE ACQUISITION, CONSTRUCTION AND REHABILITATION OF AN ENTERTAINMENT RETAIL SHOPPING DISTRICT AND RELATED FACILITIES BY THE FIESTA MARKETPLACE PARTNERS" wherein the City Council, among other things, increased the size of the issuance of the Bonds to an aggregate amount not to exceed $10,000,000; and WHEREAS, on July 15, 1985, the City adopted Resolution No. 85-85 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AN APPLICATION FOR A PROJECT COMPRISED OF ACQUISITION, CONSTRUCTION AND REHABILITATION OF AN ENTERTAINMENT RETAIL SHOPPING DISTRICT AND RELATED FACILITIES AND THE ISSUANCE OF INDUSTRIAL DEVELOPMENT BONDS OF THE CITY OF SANTA ANA THEREFOR" wherein the City accepted the application of the Company and determined that the Project is in accord with the purposes and requirements of the Act; and WHEREAS, the Act provides that the Bonds shall be only special obligations of the City and be payable solely out of the revenues or other sources specified in this resolution and in the Bond Indenture and Loan Agreement hereinafter defined, and the City shall under no circumstances be obligated to pay the Bond or Project costs (other than administrative expenses) except from such funds received under the Bonds, Bond Indenture and the Loan Agreement for such purposes or from funds which were made available as otherwise authorized by this resolution, the Bond Indenture, the Loan Agreement or by law; and WHEREAS, the Act further provides that neither the members of the City Council nor any persons executing the Bonds shall in any event be subject to any personal liability or accountability by reason of the issuance of such Bonds; and WHEREAS, the City has caused to be prepared and presented to the City Council at this meeting the following documents which appear to be substantially in the form for execution and delivery: The form of the PLACEMENT AGENCY AGREEMENT among the City, the Company and Bank of America NT&SA through its Capital Markets Group, (the "Placement Agent"), (the "Placement Agency Agreement"); The form of INDENTURE OF TRUST (including the form of the Bonds) between the City and First Interstate Bank of California, (the "Trustee") (the "Bond Indenture"); ® The form of LOAN AGREEMENT between the City and the Company (the "Loan Agreement"); The form of the REMARKETING AGREEMENT among the City, the Company and Bank of America National Trust and Savings Association through its Capital Markets Group (the Remark·ting Agent") (the "Remark·ting Agreement"); and The form of the PRELIMINARY PRIVATE PLACEMENT MEMORANDUM to be approved and delivered by the City and the Company (the "Preliminary Private Placement Memorandum"); 2 WHEREAS,,pursuant to the BOND INDENTURE the City intends to issue the Bonds in the principal amount of $6,000,000 at a variable interest rate not to exceed twelve percent (12%) per annum at a term of 10 years, which Bonds may be tendered by the holders thereof for purchase in the manner and at the time provided in the Bond Indenture; and WHEREAS, pursuant to the REMARKETING AGREEMENT, the Remarketing Agent agrees to use its best efforts to remarker the Bonds as provided in the Bond Indenture in the secondary market subsequent to the initial offering issuance and delivery of the Bonds; and WHEREAS, pursuant to the PLACEMENT AGENCY AGREEMENT, the Placement Agent intends to privately place the Bonds in the principal amount of $6,000,000; and W~EREAS, pursuant to the LOAN AGREEMENT, the City intends to loan the proceeds of the Bonds (hereinafter the "Loan"), to the Company by depositing said proceeds in a fund held by the Trustee under the Bond Indenture, in accordance with the provisions of the Bond Indenture; and WHEREAS, the PRELIMINARY PRIVATE PLACEMENT MEMORANDUM is to be provided to potential institutional and individual purchasers of the Bonds to furnish information with respect to the issuance of the Bonds; NOW THEREFORE, be it resolved by the City Council of the City of Santa Ana: SECTION 1. Authorizatio~ of the Issuance~ Execution~ Authentication, Sale and Deliver~ of the Bonds. The City hereby authorizes the issuance, execution, authentication, sale and delivery of the Bonds pursuant to the Act, the Bond Indenture, and this Resolution in the principal amount of $6,000,000 at such price as shall be approved by the Mayor or City Manager of the City Council (the "Mayor or City Manager") upon execution of the Placement Agency Agreement. The Bonds shall be substantially in the form presented to this meeting, with such appropriate variations, omissions, insertions and changes (hereinafter, "Changes") as may be approved by the Mayor Or City Manager and City Clerk of the City Council (the "City Clerk") executing the same upon consultation with the City Attorney and Bond Counsel, their execution thereof to constitute conclusive evidence of their approval of all changes from the form of the Bonds presented to this meeting, which form is hereby approved in all respects. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE OF CALIFORNIA OR THE CITY OF SANTA ANA IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, INTEREST ON, OR PURCHASE PRICE OF THE BONDS, NOR IS THE STATE OR SUCH CITY IN ANY MANNER OBLIGATED TO MAKE ANY APPROPRIATION FOR PAYMENT. SECTION 2. Approval of Project A~reements. The Mayor or City Manager and City Clerk are hereby authorized and directed to execute and deliver the Bond Indenture, Remarketing Agreement, Placement Agency Agreement and Loan Agreement (the "Project Agreements") in substantially the form presented to this meeting, with such Changes as they may approve upon consultation with the City Attorney and Bond Counsel, their execution to constitute conclusive evidence of their approval of all Changes from the form of Project Agreements presented to this meeting, which form of Project Agreements is hereby approved in all respects. SECTION 3. Authorization of Loan. The City hereby authorizes the Loan of the proceeds of the Bonds to the Company in accordance with the Act and pursuant to the Loan Agreement. SECTION 4. Approval of Preliminary Private Placement Memorandum and Distribution Thereof. The Mayor or City Manager is hereby authorized and directed to sign the Preliminary Private Placement Memorandum in substantially the form presented to this meeting, with such Changes, including Changes necessary to deliver the Preliminary Private Placement Memorandum in its final form to the purchasers of the Bonds, as he or she may approve upon consultation with the City Attorney and Bond Counsel, signature to constitute conclusive evidence of his or her approval of all Changes from the form of Preliminary Private Placement Memorandum presented to this meeting, which form of Preliminary Private Placement Memorandum is hereby approved in all respects. The proper officers or employees of the City are hereby authorized to cause the Placement Agent to distribute the Preliminary Private Placement Memorandum to persons who may be interested in the purchase of the Bonds and to sign and deliver the Preliminary Private Placement Memorandum in its final form to the purchasers of the Bonds. SECTION 5. Prior Actions Ratified and Confirmed. The actions of the City, and officers or employees of the City in doing any and all acts necessary to issuance and sale of the Bonds and the making of the Loan to Company, are hereby ratified and confirmed. SECTION 6. Further Actions Authorized. The City's proper office~s, agents and employees are hereby authorized, empowered and directed to do all acts, and to execute and deliver all documents contemplated by the Bond Indenture, Placement Agency Agreement, Loan Agreement and Remarketing Agreement including, but not limited to any and all documents otherwise necessary or desirable for issuance and sale of the Bonds and the making of the Loan. SECTION 7. This resolution shall take effect immediately upon its adoption. APPROVED AND ADOPTED THIS ]8 th day of November, 1985. Daniel E. Griset, Mayor ATTEST: Janice C. Guy, Clerk of the Council Councilmembers: Griset A~ee JOhnson Acosta Aye Hart Aye Luxembourger Aye McGuigan Aye Young A~e Approved as to form: ~dw~J. C~per, City~t~z~y 5 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) I, the undersigned, Clerk of the Council of the City of Santa Ana, California, do hereby certify that the above and foregoing resolution was duly adopted by the said City at a regular meeting thereof held in the City Hall of the City of Santa Ana on the l@~ay of November, 1985, and passed the following vote: AYES: Acosta, Griset, Hart, Johnson, Luxembour§er, McGui§an, Young NOES: None ABSENT: None (SEAL) Janice C. Guy Clerk of the Council City of Santa Ana, California STATE OF CALIFORNIA ) ) COUNTY OF ORANGE ) ss. I, the undersigned, Clerk of the Council of the City of Santa Ana, do hereby certify that the above and foregoing is a true and correct copy of Resolution No. 85-136 on file in my office and that said resolution was adopted on the date and by the vote therein stated. Dated this\~ th day of November, 1985 Janice C. Guy ~ Clerk of the Council City of Santa Ana, California APPROVED: ~dAJt~oCrn°e°yper