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HomeMy WebLinkAbout1993-04 CRA . . . Agency, 1993A RESOLUTION NO. 93-4 APPROVING THE FORMS OF AND AUTHORIZING THE EXECUTION AND DELIVERY BY THE AGENCY OF A LEASE, A TRUST AGREEMENT, AN ASSIGNMENT AGREEMENT AND A PURCHASE CONTRACT WITH RESPECT TO THE EXECUTION AND SALE OF CITY OF SANTA ANA CERTIFICATES OF PARTICIPATION (PARKING FACILITIES REFUNDING PROJECT) SERIES 1993A, AUTHORIZING THE EXECUTION OF SUCH CERTIFICATES IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $18,000,000, AUTHORIZING THE DISTRIBUTION OF AN OFFICIAL STATEMENT IN CONNECTION THEREWITH, AUTHORIZING AND APPROVING EXECUTION OF NECESSARY DOCUMENTS AND RELATED ACTIONS. WHEREAS, the community Redevelopment Agency of the City of Santa Ana (the "Agency") is a redevelopment agency duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law, being Section 33000 and following of the Health and Safety Code of the State of California (the "Law"); and WHEREAS, the City of Santa Ana (the "City") is a municipal corporation duly organized and existing under the Constitution and laws of the State of California; and WHEREAS, a redevelopment plan for the Agency's Central City Project Area (the "Project Area") has been adopted and approved in accordance with the Law (such plan being referred to herein as the "Redevelopment Plan"); and WHEREAS, the Redevelopment Plan authorizes the Agency to lease its property to finance public capital improvements, including those improvements constituting the Project (as defined below); and WHEREAS, the Agency has heretofore leased certain real property to the City pursuant to a Lease/Purchase Agreement, dated as of July 1, 1986, and recorded on August 21, 1986 in the Office of the County Recorder of Orange County as Recorder's Instrument No. 86-374445 in the Official Records of the County (the "1986 Lease") under the terms of which the Agency agreed to cause the acquisition and construction of certain parking facilities and related improvements (the "Project"); and LAI-36809.1 40990-7- WWB-12I31192 . WHEREAS, the City, pursuant to the 1986 Lease is required to make certain base rental payments to the Agency; and WHEREAS, the Agency assigned its right to receive such base rental payments to First Interstate Bank of California (the "1986 Trustee"); and WHEREAS, the 1986 Trustee, the Agency and the City have heretofore entered into a Trust Agreement, dated as of July 1, 1986 pursuant to which the 1986 Trustee executed and delivered certificates of participation (the "1986 Certificates") evidencing and representing proportionate interests in such base rental payments; and . WHEREAS, the City and the Agency have determined that it would be in the best interests of the City and the Agency to provide for the prepayment of the 1986 Certificates and to finance certain additional public facilities (the "Additional Facilities") through the sale and delivery of not to exceed $18,000,000 certificates of Participation (Parking Facilities Refunding Project), Series 1993A (the "Certificates") evidencing proportionate interests in the base rental payments to be made pursuant to an Amended and Restated Lease/Purchase Agreement, dated as of January 1, 1993 between the City and the Agency (which amends and restates in its entirety the 1986 Lease) (such Amended and Restated Lease/Purchase Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the "Lease"); and WHEREAS, the financing of the Additional Facilities is permitted under the Redevelopment Plan and constitutes a redevelopment activity; and WHEREAS, the Agency will transfer its rights, title and interest in and to the Lease (other than its rights to indemnification and payment for its costs and expenses to First Interstate Bank of California, as trustee (the "Trustee") for the benefit of the OWners of the Certificates, pursuant to an Assignment Agreement dated as of January 1, 1993, by and between the city and the Trustee (such Assignment Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the "Assignment Agreement"); and WHEREAS, the Trustee will execute and deliver the Certificates pursuant to the terms of a Trust Agreement, dated as of January 1, 1993, by and among the city, the Agency and the Trustee (such Trust Agreement in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the "Trust Agreement"); and . LAI-36809.1 2 4O!I9O-7-WWS-12I31192 . . . WHEREAS, prudential Securities Incorporated, as underwriter (the "Underwriter"), has submitted to the City a proposed form of Purchase Contract to purchase the certificates (such Purchase Contract, in the form presented to this meeting, with such changes, insertions or omissions as are made pursuant to this Resolution, being referred to herein as the "Purchase Contract"); and WHEREAS, the Agency has been presented with a form of preliminary official statement (the "Preliminary Official Statement") to be distributed in connection with the public offering of the Certificates; and WHEREAS, the Agency has full legal right, power and authority under the Constitution and the laws of the State of California to enter into the transactions herein authorized; and WHEREAS, the members of the Agency (the "Board") has been presented with the form of each document referred to herein, relating to the Agency's proposed financing, and the Board has examined and approved each document and desires to authorize and direct the execution of such documents and the consummation of such financing; and WHEREAS, all acts, conditions and things required by the Constitution and laws of the State of California to exist, to have happened and to have been performed precedent to and in connection with the consummation of such financing authorized hereby do exist, have happened and have been performed in regular and due time, form and manner as required by law, and the Agency is now duly authorized and empowered, pursuant to each and every requirement of law, to consummate such financing for the purpose, in the manner and upon the terms herein provided; NOW, THEREFORE, BE IT RESOLVED by the Community Redevelopment Agency of the City of Santa Ana, as follows: section 1. A11 of the recitals herein contained are true and correct and the Board so finds. Section 2. The Lease, on file with the Secretary, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. The Chairman and the Secretary or any other officers duly designated by the Board (the "Officers") are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver the Lease in substantially said form, with such changes, insertions and omissions therein as such Officers and the Agency's legal counsel (the "Agency Counsel") may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof; provided, however, that the base rental payable in each fiscal year under the Lease shall not exceed the base rental which would have been LAI.36809.1 3 40990-7-WWS-12I31/92 . . . payable for the corresponding fiscal year under the 1986 Lease, the term of the Lease shall not extend beyond the year 2016, except as permitted therein, and, subject to such requirements, the proceeds of the certificates shall be sufficient to prepay the 1986 Certificate and to provide the City with at least $1,000,000 in additional funds to finance Additional Facilities. Section 3. The Assignment Agreement, on file with the Secretary, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. The Officers are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver the Assignment Agreement in substantially said form, with such changes, insertions and omissions therein as such Officers and the Agency Counsel may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. section 4. The Trust Agreement, on file with the Secretary, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. The Officers are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver the Trust Agreement in substantially said form, with such changes, insertions and omissions therein as such Officers and the Agency Counsel may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. section 5. The Purchase Contract, on file with the Secretary, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved, and the Officers and the Executive Director or the City Manager are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver the Purchase Contract in substantially such form, with such changes, insertions and omissions therein as such Officers, the Executive Director or the City Manager and the Agency Counsel may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. section 6. The execution and delivery of not to exceed $18,000,000 aggregate principal amount of the certificates, payable in the years and in the amounts with interest components with respect thereto as specified in the Trust Agreement as finally executed, are hereby authorized and approved. section 7. The form of Preliminary Official Statement, on file with the Secretary, with such changes therein as may be approved by the Executive Director and the Agency Counsel, is hereby approved and the use of the Preliminary Official Statement in connection with the offering and sale of the Certificates is hereby authorized and approved. 1A1-368O!I.1 4 4099(). 7 - WWB-12I31192 . . . Section 8. The preparation and delivery of an Official Statement, and its use by the Underwriter in connection with the offering and sale of the Certificates, is hereby authorized and approved. The Official Statement shall be in substantially the form of the Preliminary Official Statement with such changes, insertions and omissions as may be approved by the Executive Director or the City Manager, such approval to be conclusively evidenced by the execution and delivery thereof. The Executive Director or the City Manager is hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute the final Official Statement and any amendment or supplement thereto and thereupon to cause the final Official Statement and any such amendment or supplement to be delivered to the Underwriter. section 9. The Officers, including the Executive Director and the City Manager, are hereby authorized and directed, jointly and severally, to do any and all things which they may deem necessary or advisable in order to consummate the transactions herein authorized and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution. The Officers, including the Executive Director and the City Manager, be and they are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver any and all certificates and representations, including signature certificates, no-litigation certificates and tax certificates, necessary and desirable to accomplish the transactions set forth above. section 10. All actions heretofore taken by the officers and agents of the Agency with respect to the sale, execution and delivery of the Certificates are hereby approved, confirmed and ratified. Section 11. This Resolution shall take effect from and after its date of adoption. PASSED AND ADOPTED this 19th day of January, 1993. ~~ [Seal] ~:3~ Secretary (/ APPROVED AS TO FORM ~ER CITY A EV lAl.3680! , 5 4099(1.7.WWB-12l31192 . . ' . . ,. SECRETARY'S CERTIFICATE I, Cvnthia Nelsop, Secretary of the Redevelopment Agency of the city of Santa Ana, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Agency duly and regularly held at the regular meeting place thereof on the 19th day of January, 1993, of which meeting all of the members of said Agency had due notice and at which a majority thereof were present; and that at said meeting said resolution was adopted by the following vote: AYES: NOES: ABSENT: Lutz, MillS, Moreno, norton, Richardson, Young Pulido An agenda of said meeting was posted at least 72 hours before said meeting at 22 Civic Center Plaz¡J, Santa Ana, California, a location freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. I further certify that I have carefully compared the same with the original minutes of said meeting on file and of record in my office; that the foregoing resolution is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and that said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. Dated: January 25 ,1993 ~2:a~ [Seal] lAl.36809.1 6 40990-7. WWB-12I31192