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HomeMy WebLinkAbout98-014.135 CITY OF SANTA ANA RESOLUTION NO. 98-014 . 1 RESOLUTION APPROVING, AUTHORIZING AND DIRECTING THE EXECUTION OF CERTAIN LEASE AND BOND FINANCING DOCUMENTS RELATED TO SANTA ANA FINANCING AUTHORITY REVENUE BONDS, AND AUTHORIZING AND DIRECTING ACTIONS WITH RESPECT THERETO RESOLVED, by the City Council (the "Council") of City of Santa Ana, California (the "City"), as follows: WHEREAS, the Community Redevelopment Agency of the City of Santa Ana (the "Agency") has issued its Community Redevelopment Agency of the City of Santa Ana Inter- City Commuter Station Redevelopment Project 1989 Series A Tax Allocation Refunding Bonds, Community Redevelopment Agency of the City of Santa Ana City of Santa Ana Redevelopment Project 1989 Series B Tax Allocation Refunding Bonds, and Community Redevelopment Agency of the City of Santa Ana Santa Ana South Harbor Boulevard/Fairview Street Redevelopment Project 1989 Series C Tax Allocation Refunding Bonds (collectively, the "Agency Bonds"), and the Agency has determined that it is in the best financial interests of the Agency to provide for the refinancing of the Agency Bonds at this time; and WHEREAS, in order to refinance the Agency Bonds on advantageous terms and conditions, the Santa Ana Financing Authority (the "Authority") proposes to issue its revenue bonds (the "Bonds") and to use the proceeds of the Bonds to purchase the Agency Bonds in lieu of the redemption of the Agency Bonds; and WHEREAS, the City has determined to assist the Agency and ~he Authority in connection with the issuance of the Bonds and the purchase of the Agency Bonds by entering into two lease agreements and related documents (collectively, the "City Lease Documents"), as a means to provide additional security for the repayment of the Bonds until tax increment revenues in the Agency's affected project areas increase to specified levels; and WHEREAS, the Agency will enter into reimbursement agreements with the City obligating the Agency to reimburse any amounts paid from the City's general fund under the lease agreements; and WHEREAS, the refinancing program will result in substantial interest rate savings to the Agency and reduce current City and Agency reimbursements in respect of debt service due on the Agency's City of Santa Ana Redevelopment Project 1989 Tax Allocation Refunding Bonds; WI IEREAS, the Council wishes at this tiine to authorize all proceedings on the part of the City related to the issuance of the Bonds and the execution of the City Lease Documents, and to approve the execution and delivery by the City of all agreements and documents to which it is a party relating thereto; and WHEREAS, a Preliminary Official Statement containing information material to the offering and sale of the Bonds has been prepared and is on file with the Clerk of the Council; RESOLUTION 98-014.] 36 WHEREAS, the other documents listed below are also on file with the Clerk of the Council, and the Council, with the assistance of City and Agency Staff and consultants, has reviewed said documents and now desires to approve them so that the refinancing program can be consummated. NOW, THEREFORE, it is hereby DECLARED, ORDERED and DETERMINED as follows: Section 1. Approval of Financing Documents. The below-enumerated documents be and are hereby approved, and the Mayor, the City Manager or the Executive Director, Finance & Management Services Agency, is hereby authorized and directed to execute and deliver, for and on behalf of the City, said documents each in the form on file with the Clerk of the Council together with such changes, insertions and omissions as may be approved by the official executing such documents upon consultation with the City Attorney and Bond Counsel, the approval thereof to be conclusively evidenced by the execution and delivery by the City of the respective documents. The Clerk of the Council is hereby authorized and directed to attest to such official's signature to such documents, where indicated by any such document. (a) an Interim Site and Facility Lease, between the City, as lessor, and the Authority, as lessee; (b) an Interim Lease Agreement, by and between the Authority, as lessor, and the City, as lessee (the "Interim Lease Agreement"), so long as the maximum net annual lease payments to be paid by the City under the Interim Lease Agreement do not exceed $3,000,000, and so long as the term of the Interim Lease Agreement does not exceed 2 years; (c) an Interim Reimbursement Agreement, by and between the City and the Agency; (d) A Site and Facility Lease, between the City as lessor, and the Authority, as lessee; (e) a Lease Agreement, by and between the Authority, as lessor, and the City, as lessee (the "Lease Agreement"), so long as the maximum net annual lease payments to be paid by the City under the Lease Agreement do not exceed $2,500,000, and so long as the term of the Lease Agreement does not extend beyond September 2, 2029; (f) a Reimbursement Agreement, by and between the City and the Agency; and (g) a Continuing Disclosure Certificate-City, by the City as acknowledged by the trustee for the Bonds. Section 2. Sale of the Bonds. The Council hereby approves the sale of the Bonds to Stone & Youngberg LLC (the "Underwriter") pursuant to the terms of a Purchase Agreement between the Authority and the Underwriter, the form of which is on file with the Clerk of the Council, so long as the net interest cost of the Bonds is not in excess of six and one-half percent, and the Underwriter's discount (without regard to any original issue discount) is not in excess of two and one-half percent. The Council hereby authorizes the City Manager or the Executive Director, Finance and Management Services Agency to execute the Purchase Agreement, if requested by the Underwriter, in such form and with such changes as the official executing the same may approve. 2 RESOLUTION 98-014.~ 37 Section 3. Preliminary Official Statement. The City hereby approves the Preliminary Official Statement describing the financing in the form on file with the Clerk of the Council, together with any changes therein or additions thereto deemed advisable by the Mayor, the City Manager or the Executive Director, Finance & Management Services Agency. The City authorizes and directs the Mayor, the City Manager or the Executive Director, Finance & Management Services Agency, on behalf of the City, to deem "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934, the information with respect to the City and the City Lease Documents in the Preliminary Official Statement prior to its distribution to prospective investors. Section 4. Final Official Statement. The Mayor, the City Manager or the Executive Director, Finance & Management Services Agency, is authorized and directed to cause the Preliminary Official Statement to be brought into the form of a final official statement (the "Final Official Statement") and to execute said Final Official Statement and a statement that the information with respect to the City and the City Lease Documents contained in the Final Official Statement, and any supplement or amendment thereto (which shall be deemed an original part thereof for the purpose of such statement) were, at the time of sale of the Bonds, true and correct in all material respects and that the Final Official Statement did not, on the date of sale of the Bonds, and does not, as of the date of delivery of the Bonds, contain any untrue statement of a material fact with respect to the information relating to the City and the City Lease Documents or omit to state material facts with respect thereto required to be stated where necessary to make any statements made therein not misleading in the light of the circumstances under which they were made. The Mayor, the City Manager or the Executive Director, Finance & Management Services Agency, shall take such further actions prior to the signing of the Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof. The execution of the Final Official Statement, which shall include such changes and additions thereto deemed advisable by the Mayor, the City Manager or the Executive Director, Finance & Management Services Agency, shall be conclusive evidence of the approval of the Final Official Statement by the City. The Final Official Statement, when prepared, is approved for distribution in connection with the offering and sale of the Bonds. Section 5. Bond Counsel. Quint & Thimmig LLP, San Francisco, California, is hereby designated as Bond Counsel to the City in connection with the City Lease Documents and the Bonds. Any fees and expenses of such counsel shall be paid solely from the proceeds of the Bonds. Section 6. Other Actions. The Mayor, the City Manager, the Executive Director, Finance & Management Services Agency, the City Attorney, the Clerk of the Council and all other appropriate officials of the City are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this Resolution and the refinancing herein authorized. 3 38 RESOLUTION 98-014.~ Section 7. Council. Effective Date. This Resolution shall take effect upon its adoption by this PASSED, APPROVED AND ADOPTED this 6th day of April, 1998. // Maydr, City ofkJanta Ana ~,/ Miguel A. Pulido APPROV~~/ By /l,~(~ndersigned Clerk of the Council of the City of Santa An a, hereby certify that the foregolr~ is- a full, true and correct copy of a resolution duly adopted by the City Council of the City at a meeting thereof on the 6th day of April, 1998, by the following vote of the members thereof: AYES: NOES: Councilmembers Espinoza, Franklin, McGuigan, Pulido, Richardson None ABSTAIN: None ABSENT: Councilmember Lutz 19022.01:J3597 3/26/98 By RESOLUTION 98-014. CERTIFICATE OF ORIGINALITY & PUBLICATION State of California County of Orange I, JANICE C. GUY, Clerk of the Council, do hereby certi~ the attached Resolution No. ~ae"O/'7/ to be the original resolution adopted by the City Council of the City of Santa Ana on Date: 'e'/~'7 ,/~7 ~ ~"~~ ..~ ~// Clerk of the Council F"~/ City of Santa Ana 39