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Home My WebLink About1989-08 CRA , ... .""34-25 f . . . . . . JHHW,CFkdfd Jun, 28, 198' F8749 RESOLUTION NO. 89-08 RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $21,000,000 PRINCIPAL AMOUNT OF 1989 TAX ALLOCATION REFUNDING BONDS (MAINPLACE PROJECT), APPROVING INDENTURE OF TRUST RELATING THERETO, AUTHORIZING SALE OF SUCH BONDS, APPROVING SUBSTITUTION OF REMARKETING AGENT AND OFFICIAL STATEMENT, AND AUTHORIZING OFFICIAL ACTION WHEREAS, the Agency has previously issued its City of Santa Ana Community Redevelopment Agency, City of Santa Ana Redevelopment Project Area, Tax Allocation Refunding Bonds, 1985 Series E, dated as of December 15, 1985, (the "Series E Bonds") for the purpose of providing funds to pay the obligations of the Agency under the Participation Agreement between the Agency and Santa Ana Venture relating to the MainPlace Project within the City of Santa Ana Redevelopment Project; and WHEREAS, the Series E Bonds are subject to redemption or mandatory tender on December 15, 1989, and the Agency wishes at this time to issue its City of Santa Ana Redevelopment Project 1989 Tax Allocation Refunding Bonds (MainPlace Project) in the aggregate principal amount of not to exceed $21,000,000 (the "Bonds") pursuant to the Community Redevelopment Law and pursuant to the provisions of Article 11 of Chapter 3 of Part 2 of Division 2 of Title 5 of the Government Code of the State of California (the "Bond Law"), for the purpose of providing funds to retire all of the outstanding Series E Bonds on December 15, 1989; and WHEREAS, the Bonds are proposed to be issued pursuant to an Indenture of Trust (the "Indenture") dated as of August 1, 1989, by and between the Agency and Dai- Ichi Kangyo Bank of California as trustee; and WHEREAS, the firm of Donaldson, Lufkin & Jenrette Securities Corporation (the "Underwriter") has informed the Agency that it intends to submit an offer to purchase the Bonds, and in connection therewith the Underwriter has caused to be prepared an Official Statement describing the Bonds, the preliminary form of which is on file with the Secretary; and 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. Issuance of Bonds; Approval of Indenture. The Agency hereby authorizes the issuance of the Bonds under and pursuant to the Bond Law and the Indenture, in the aggregate principal amount of not to exceed $21,000,000. The Agency .' . . . . . " ~< hereby approves the Indenture in substantially the form thereof 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 Indenture for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the Indenture. Section 2. Sale of Bonds. The Agency hereby authorizes the sale of the Bonds to the Underwriter pursuant to and in accordance with the Bond Purchase Agreement in substantially the form on file with the Secretary together with any additions thereto or changes therein approved by the Executive Director, whose execution thereof shall be conclusive evidence of such approval. The Agency hereby delegates to the Executive Director the authority to accept an offer from the Authority to purchase the Bonds and to execute said Bond Purchase Agreement for and in the name and on behalf of the Agency; provided, however, that the net effective rate of interest borne by all of the Bonds shall not exceed nine percent (9%) per annum and the purchase price paid to the Agency for the purchase of Bonds shall not be less than ninety-eight percent (98%) of the par amount thereof. Section 3. Official Statement. The Agency hereby approves the preliminary Official Statement describing the Bonds, in substantially the form submitted by the Underwriter and on file with the Secretary, together with any changes therein or additions thereto approved by the Executive Director, whose execution thereof shall be deemed conclusive evidence of his approval of such additions or changes. The Underwriter is hereby authorized to distribute the Official Statement in connection with the marketing of the Bonds. The Executive Director is hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as the Executive Director shall deem advisable, and to execute said final Official Statement for and in the name and on behalf of the Agency. Section 4. Appointment of Remarketing Agent; Cancellation of 1985 Remarketing Agreement. The Agency hereby approves the substitution of the firm of Donaldson, Lufkin & Jenrette Securities Corporation to act as the remarketing agent of the Series E Bonds. In accordance with Section 7 of Remarketing Agreement dated as of December 30, 1985, relating to the Series E Bonds (the "1985 Remarketing Agreement"), the Agency hereby authorizes and directs the cancellation of such Remarketing Agreement for the purpose of removing the remarketing agents appointed thereunder. Such cancellation shall not become effective prior to the execution and delivery by Donaldson, Lufkin & Jenrette Securities Corporation of an agreement with the Agency containing substantially the same terms and provisions of the 1985 Remarketing Agreement, which agreement is hereby authorized to be executed and attested by the Chairman and Secretary of the Agency. Section 5. Employment of Professional Services. The Agency hereby approves the engagement of Jones Hall Hill & White, A Professional Law Corporation, as bond counsel to the Agency in connection with the issuance of the Bonds, and the engagement of Katz Hollis Coren & Associates, Inc. as redevelopment consultants to the Agency in connection with the issuance of the Bonds. The Executive Director is hereby authorized and directed to execute each of the agreements with such firms, in the respective forms on file with the Secretary, for and in the name of the Agency. -2- . . . . . ..> . ~ ' Section 6. Official Actions. All actions heretofore taken by the officers and agents of the Agency with respect to the issuance of the Bonds are hereby approved, confirmed and ratified. The Chairman, the Executive Director, the Secretary and any and all other officers of the Agency are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any 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, may deem necessary or advisable in order to consummate the transactions described herein. Whenever in this resolution any officer of the Agency is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. Section 7. Effective Date. This resolution shall take effect from and after the date of approval and adoption thereof. ADOPTED AND APPROVED this 18th day of July , 1989, by the following vote. AYES MEMBERS: ACOSTA, GRISET, HAY HCGUIGAi'I, PULIDO, NORTON NOES MEMBERS: ABSENT MEMBERS: YOUNG ~.~ Chairman Attest: ~~ Cynthi J. Nelso xecutive Director!Recording Secretary APPROVED AS TO FORM: ø6- Agency Legal Counsel -3- 4A