Loading...
HomeMy WebLinkAbout2016-039 - Development Authority in an Aggregate Principal AmountRESOLUTION NO. 2016 -039 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 $12,750,000 TO FINANCE AND REFINANCE VARIOUS SCHOOL FACILITIES OWNED BY ORANGEWOOD REAL PROPERTY, LLC WHEREAS, Orangewood Real Property, LLC, a California limited liability company (the 'Borrower "), the sole member of which is the Orangewood Foundation, a California nonprofit public benefit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986 (the "Code "), 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 $12,750,000, 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 Borrower to finance and refinance the cost of constructing, installing, improving and equipping a high school campus located at 1901 and 1919 North Fairview Street, Santa Ana, California (the "Facilities "); and WHEREAS, a portion of the proceeds of the Obligations will be used to pay the costs of issuance in connection with such refinancing and other related costs; and WHEREAS, the Borrower owns the Facilities and leases the Facilities to Samueli Academy, a California nonprofit public benefit corporation and a charter school established pursuant to the Charter Schools Act of 1992, as amended (constituting Part 26.8 of Division 4 of Title 2 of the Education Code), which will operate the Facilities for the purpose of furthering its mission of providing a quality education for students in grades 9 -12; and WHEREAS, the City of Santa Ana (the "City') is an associate member of the Authority; and 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 Facilities are located wholly within the City; and WHEREAS, the interest on the Obligations may qualify for tax exemption under Section 103 of the Code only if the Obligations are approved in accordance with Section 147(f) of the Code; and Resolution No, 2016 -039 Page 1 of 4 WHEREAS, the City Council of the City (the "Council') is the elected legislative body of the City and is the applicable elected representative required to approve the issue within the meaning of Section 147(f) of the Code; and WHEREAS, the Authority has requested the 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, on May 24, 2016, the City caused a notice to appear in The Orange County Register, which is a newspaper of general circulation in the City, stating that a public hearing with respect to the issuance of the Obligations would be held by the Council on June 7, 2016; and WHEREAS, the Council held the public hearing described above on June 7, 2016, and an opportunity was provided for persons to comment on the issuance of the Obligations and the financing and refinancing of the Facilities; 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 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 Council hereby finds and declares the above recitals are true and correct; and, be it Section 1. The Council hereby finds and determines that all of the recitals are true and correct. The Council 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 $12,750,000 to finance and refinance the cost of the Facilities. This resolution shall constitute "host" approval of the issuance of the Obligations within the meaning of Section 147(f) of the Code and shall constitute the approval of the issuance of the Obligations within the meaning of the Act; provided, however, that this Resolution shall not constitute an approval by the 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 Resolution No. 2016 -039 Page 2 of 4 the issuance of the Obligations and otherwise to effectuate the purposes of this Resolution. Section 3. The adoption of this Resolution shall not obligate the City or any department thereof to (i) provide any financing for the Facilities; (ii) 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 (iii) 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 7th day of June 2016. APPROVED AS TO FORM: Sonia R. Carvalho City A*n¢y (� By: 1 / Ryan O odg Assists t City ttorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers: Amezcua, Benavides, Pulido, Reyna, Tinalero (5) None (0) NOT PRESENT: Councilmembers: Martinez, Sarmiento (2) Resolution No. 2016 -039 Page 3 of 4 CERTIFICATION OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of Council, do hereby attest to and certify the attached Resolution No. 2016 -039 to be the original resolution adopted by the City Council of the City of Santa Ana on June 7, 2016. Date: Clerk of Council City of Santa Ana Resolution No. 2016 -039 Page 4 of 4