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HomeMy WebLinkAbout2014-001RESOLUTION NO. IDA 2014 -001 A RESOLUTION OF THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF SANTA ANA AUTHORIZING THE AMENDMENT OF A LOAN AGREEMENT TO REFINANCE THE MANUFACTURING FACILITY OF MEMORY EXPERTS INTERNATIONAL (USA), INC., LOCATED AT 1651 ST. ANDREW PLACE BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Board of Directors finds, determines and declares as follows: A. The Santa Ana Empowerment Zone originally received an allocation of $130 million of private activity bond volume cap for the issuance of industrial development bonds ( "IDBs "). The City Council of the City of Santa Ana (the "City ") is authorized to grant allocations of the volume cap to qualified businesses in the empowerment zone for capital financing of projects in the empowerment zone. B. On December 20, 2004, the City Council adopted its Resolution No. 2004- 100, allocating an amount not to exceed $4.7 million of such volume cap to Memory Experts International (USA), Inc. ( "Memory Experts ") to permit the use of industrial development bonds or loans to finance and refinance a manufacturing facility located at The Pres Corporate Center, 1651 St. Andrew Place, and related equipment and furnishings (the "Project'). C. On December 20, 2004, the Industrial Development Authority of the City of Santa Ana (the "Authority ") adopted its Resolution No. IDA 2004 -002, authorizing the Authority to assist in such financing and refinancing by entering into a Loan Agreement, dated as of February 1, 2005 (the "Original Loan Agreement'), among GE Capital Public Finance, Inc., as lender and collateral agent (the "Lender "), the Authority, as issuer, and Memory Experts, as borrower. D. Under the Original Loan Agreement, the Lender loaned $4.4 million to the Authority and the Authority immediately loaned the same $4.4 million to Memory Experts (collectively, the "Loan "). Memory Experts is required to make all Loan repayments directly to the Lender. Neither the City nor the Authority bear any financial responsibility whatsoever for the Loan. E. The Lender has offered to reduce the interest rate to produce debt service savings over the remaining term of the Loan. In order to achieve these savings, the Lender and Memory Experts have proposed a First Amendment to Loan Agreement (the "Amendment'), which would lower the interest rate. The proposed form of the Amendment is on file with the Secretary of the Authority (the "Secretary"). Section 2. Subject to approval as to form by the General Counsel of the Authority (the "General Counsel'), the proposed form of Amendment, on file with the Resolution No. 2014 -001 Page 1 of 3 Secretary, is hereby approved. The Executive Director, or the designee thereof (the "Authorized Signatory "), is hereby authorized and directed, for and on behalf of the Authority, to execute and deliver the Amendment in substantially said form, with such changes and insertions therein as the Authorized Signatory, with the advice of the General Counsel, may approve, such approval to be conclusively evidenced by the execution and delivery thereof. The Secretary or the designee thereof is authorized to attest the Amendment. Section 3. The Authorized Signatory, for and in the name and on behalf of the Authority, is hereby authorized to execute and deliver any and all documents, including, without limitation, any and all documents and certificates to be executed in connection with maintaining tax exemption of interest on the Loan, and to do any and all things and take any and all actions which may be necessary or advisable, in their discretion, to effectuate the actions which the Authority has approved in this Resolution and to consummate by the Authority the transactions contemplated by the documents approved hereby, including any subsequent amendments, waivers or consents entered into or given in accordance with such documents. Section 4. All actions heretofore taken by the employees, officers and agents of the Authority with respect to the Amendment are hereby ratified, confirmed and approved. and the officers and employees of the Authority and their authorized deputies and agents are hereby authorized and directed, jointly and severally, to do any and all things to execute and deliver any and all certificates and documents which they, bond counsel and the Authority Attorney and the City deem necessary or advisable to consummate the Amendment and otherwise effectuate the purpose of this Resolution. Section 5. This Resolution shall take effect immediately upon its adoption by the Authority Board, and the Recording Secretary for the Authority shall attest to and certify the vote adopting this Resolution. Resolution No. 2014 -001 Page 2 of 3 ADOPTED this 7th day of January, 2014. APPROVED AS TO FORM: Sonia R. Carvalho Authority General Counsel Lisa E. Storck Assistant Counsel AYES: Boardmembers Amezcua, Benavides, Martinez, Pulido, Revna Sarmiento (6) NOES: Boardmembers None (0) ABSTAIN: Boardmembers None (0) NOT PRESENT: Boardmembers Tinaiero (1) CERTIFICATION OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Secretary to the Authority, do hereby attest to and certify the attached Resolution No. IDA 2014 -001 to be the original resolution adopted by the Authority of the City of Santa Ana on January 7, 2014. Date: I ` �`1 �2 /� �✓ Maria D. Huizar, Recording Oecretary Industrial Development Authority City of Santa Ana Resolution No. 2014 -001 Page 3 of 3