The URL can be used to link to this page

Home My WebLink About1985-60 CRA ,. . I , I ,: . . 00000-00 '::r'" ~H~985 F5881 ..~~. l£~6£e¿ ~ ~ ~J~::~' 'tVu:J ~ ~LUr;~-,!o Io/¡'/~ A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA APPROVING AND AUTHORIZING AND DIRECTING EXECUTION OF SU8LEASE OF LAND AND PUBLIC SPORTS ARENA FACILITIES FROM THE CITY OF SANTA ANA AND RELATED TRUST AGREEMENT, APPROVING SALE OF $ 40.000.0 OoCERTIFICATES OF PARTICIPATION, APPROVING OFFICIAL STATEMENT AND RELATED DOCUMENTS, AND AUTHORIZING OFFICIAL ACTION WHEREAS, the Community Redevelopment Agency of the City of Santa Ana (the "Agency") has requested the City of Santa Ana (the "City") to acquire and construct certain public sports arena facilities and related property on land located within the Downtown Redevelopment Project Area of the Agency, which land is currently leased by the City from the Civic Center Authority; and WHEREAS, such facilities and land (the "Project") are proposed to be subleased by the City to the Agency pursuant to that certain Sublease Agreement dated as of December I, 1985, between the City as sublessor and the Agency as sublessee (the "Sublease Agreement"); and WHEREAS, the Agency's obligations under the Sublease Agreement are special obligations limited solely to the revenues and amounts described therein, including but not limited to amounts derived by the Agency from any sub-sublease of the Project to a private developer; and WHEREAS, the Agency's obligations under the Sublease Agreement are to be secured by (among other things) a direct-pay letter of credit to be issued by.The Mitsubishi Trust and Banking Corporation; and WHEREAS, the City proposes to finance all such acquisition and construction by asstgning to a trustee bank (the "Trustee") certain rights of the City under the Sublease Agreement, pursuant to that certain Assignment Agreement, dated as of December I, 1985, (the "Assignment Agreement") by and between the City and a trustee bank (the "Trustee") and WHEREAS, the City, the Agency and the Trustee propose to enter into that certain Trust Agreement, dated as of December 1, 1985, (the "Trust Agreement") whereby the Trustee agrees to execute and de 1 i ver certain Certificates of Participation in the aggregate principal amount of $40.000.000 (the "Certificates"), evidencing the proportionate interests of the owners thereof in installment payments made by the Agency under the Sublease Agreement; and WHEREAS. foF. Hutton & Co., Inc. as underwriter (the "Underwriter") has proposed to submit an offer to purchase the Certificates pursuant to that certain Contract of Purchase in substantially the form on file with the Secretary of the Agency, among the Ci ty, the Agency and the Trustee (the "Contract of Purchase"), and have heretofore caused to be prepared a preliminary Official Statement describing the Certificates; and -1- ~ . I ~ I WHEREAS, the Agency wishes at this time to approve said transactions in the public interests of the Agency; NOW, THEREFORE, BE IT RESOLVED by the Community Redevelopment Agency of the City of Santa Ana as follows: Section 1. Sublease of Project; Sublease Aqreement. The Agency hereby approves the sublease of the Project by the Agency from the City pursuant to the Sublease Agreement, in substantially the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director. The Chairman and Secretary of the Agency are hereby authorized and directed to execute, attest and affix the seal of the Agency to the Sublease Agreement for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the Sublease Agreement. Section 2. Trust Aqreement. The Agency hereby approves and authorizes the delivery and performance of the Trust Agreement, in substantially the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director. The Chairman and the Secretary of the Agency are hereby authorized and directed to execute, attest and affix the seal of the Agency to the Trust Agreement for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the Trust Agreement. Section 3. Sale of Certificates. The Agency hereby authorizes the sale of the Certificates of Participation. The Certificates shall be sold to the Underwriter for the purpose of providing funds to be applied to the financing of the acquisition and construction of the Project. The Certificates shall be sold pursuant to the Contract of Purchase, in substantially the form on file with the Secretary of the Agency, which agreement is hereby approved together with any addttions thereto or changes therein deemed necessary or advisable by the Executive Director. The Executive Director is hereby authorized and directed to execute the Contract of Purchase upon presentation of an offer by the Underwriter to purchase the Certificates which is acceptable to the Executive Director; provided, however, that the purchase price shall be not less than one and one half percent (1.5 %) of the par amount thereof. The Executive Director is hereby delegated the authority to approve the terms of an offer by the Underwriter to purchase the Certificates, provided that such offer is in form and substance acceptable to the Executive Director and is within the limitations set forth in this Section 3. Section 4. Official Statement. The Agency hereby approves the preliminary Official Statement describing the Certificates, in substantially the form submitted by the Underwriter and on fi 1 e with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director. Distribution of the preliminary Official Statement by the Underwriter is hereby ratified and approved. The Agency hereby authorizes the distribution of the final Official Statement by the Underwriter. The Executive Director is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement deemed advisable by the Executive Director, and at the request of -2- I , , the Underwriter to execute said final Official Statement for and in the name and on behalf of the Agency. Section 5. Official Action. All actions heretofore taken by the officers and agents of the Agency with respect to the Project and the sale of the Certificates are hereby approved, confirmed and ratified. The Executive Director, the Chairman, the Secretary, the Treasurer and any and all other officers of the City are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take and and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them deem necessary or advisable in order to consummate the lawful purchase, sale and financing of the Project pursuant to the agreements described herein; provided, however, the Agency reserves to itself the authority to approve or disapprove any agreement for the sub-sublease and development of the Project by a private developer, and in the event such an agreement is not approved by the Agency, the Project shall be terminated pursuant to the agreements described herein. -3- \ '.: . ., . ADOPTED this day of fo 11 owi ng vote: I AYES MEMBERS NOES: MEMBERS ABSENT: , , ATTEST: Rex Swanson Executive Director and Recording Secretary APpROVED AS TO FORM: t:JwarJ J. Cooppr L. f? t'. n( Edward J. Cooper '7 .. . Agency Legal Counsel - 4 - , 1985, by the Daniel E. Griset Chairman