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HomeMy WebLinkAbout1998-13 CRA . . . ~ COMMUNITY REDEVEWPMENT AGENCY OF THE CITY OF SANTA ANA RESOLUTION NO. 98-13 RESOLUTION APPROVING, AND AUTHORIZING AND DIRECTING ÐŒCUTIONOFCERTMNBONDflNANONGDOCUMÐITSAND AUTHORIZING AND DIRECI'ING ACI'IONS WITH RESPECT THERETO RESOLVED, by the Board of Directors (the "Board") of the Community Redevelopment Agency of the City of Santa Ana (the" Agency"), as follows: WHEREAS, the Agency has issued its Community Redevelopment Agency of the City of Santa Ana City of Santa Ana Redevelopment Project 1989 Tax Allocation Refunding Bonds (MainPlace Project) (the "Agency Bonds"), and the Agency has determined that it is in the best financial interests of the Agency to provide for the refinancing of the Agency Bonds at this time; and WHEREAS, in order to refinance the Agency Bonds on advantageous terms and conditions, the Santa Ana Financing Authority (the" Authority") proposes to issue its revenue bonds (the "Bonds") and to use the proceeds of the Bonds to purchase the Agency Bonds in lieu of the redemption of the Agency Bonds; and WHEREAS, the refinancing program will result in substantial interest rate savings to the Agency; and WHEREAS, the Board wishes at this time to authorize all proceedings on the part of the Agency related to the issuance of the Bonds and the purchase of the Agency Bonds, and to approve the execution and delivery by the Agency of all agreements and documents to which it is a party relating thereto; and WHEREAS, a Preliminary Official Statement containing information material to the offering and sale of the Bonds has been prepared and is on file with the Secretary; and WHEREAS, the other documents listed below are also on file with the Secretary, and the Board, with the assistance of Agency Staff and consultants, has reviewed said documents and now desires to approve them so that the refinancing program can be consummated. NOW, THEREFORE, it is hereby DECLARED, ORDERED and DETERMINED as follows: Section 1. Amendment of Agency Bond Indenture, Call of Agency Bonds for Redemption. The Board hereby approves the First Supplemental Indenture of Trust amending and supplementing the Indenture of Trust pursuant to which the Agency Bonds were issued, by and between the Agency and the trustee for the Agency Bonds, in the form on file with the Secretary. The Chairman, the Executive Director or the Treasurer, is hereby authorized and directed to execute and deliver, for and on behalf of the Agency, the First Supplemental Indenture of Trust in said form, together with such changes, insertions and deletions as may ~ approved by the official executing such document upon consultation with the Agency's general \ counsel and Bond Counsel, the approval thereof to be conclusively evidenced by the execution and delivery by the Agency of the First Supplemental Indenture of Trust. . . . ~ The Agency hereby directs that the Agency Bonds be called for redemption on September 1, 1999, so that the Agency Bonds may be purchased by the Authority in lieu of redemption on such date as contemplated by the First Supplemental Indenture of Trust and the other documents listed below. Section 2. Approval of Related Documents. The below-enumerated documents be and are hereby approved, and the Chairman, the Executive Director or the Treasurer, is hereby authorized and directed to execute and deliver, for and on behalf of the Agency, said documents each in the form on file with the Secretary together with such changes, insertions or deletions as may be approved by the official executing such documents upon consultation with the Agency's general counsel and Bond Counsel, the approval thereof to be conclusively evidenced by the execution and delivery by the Agency of the respective documents. The Secretary is hereby authorized and directed to attest such official's signature to such documents, where indicated by any such document. (a) Assignment Agreement, by and among the Agency, the Authority and Dai- Ichi Kangyo Bank of California, as trustee for the Bonds (the "Trustee"); and (b) Continuing Disclosure Certificate-Agency, by the Agency and as acknowledged by the Trustee. Section 3. Sale of the Bonds. The Board hereby approves the sale of the Bonds to Stone & Youngberg LLC (the "Underwriter") pursuant to the terms of a Purchase Agreement between the Authority and the Underwriter, the form of which is on file with the Secretary, so long as the net interest cost of the Bonds is not in excess of six and one-half percent (6.50%), and the Underwriter's discount (without regard to any original issue discount) is not in excess of one and seventy one-hundredths percent (1.70%). The Board hereby authorizes the Chairman, the Executive Director or the Treasurer to execute the Purchase Agreement, if requested by the Underwriter, in such form and with such changes as the official executing the same may approve. Section 4. Preliminary Official Statement. The Agency hereby approves the Preliminary Official Statement describing the financing in the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Chairman, the Executive Director or the Treasurer. The Agency authorizes and directs the Chairman, the Executive Director or the Treasurer, on behalf of the Agency, to deem "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934, the information relating to the Agency, the redevelopment project area, the redevelopment law and the Agency Bonds in the Preliminary Official Statement prior to its distribution to prospective investors. Section 5. Final Official Statement The Chairman, the Executive Director or the Treasurer, is authorized and directed to cause the Preliminary Official Statement to be brought into the form of a final official statement (the "Final Official Statement") and to execute said Final Official Statement, and a statement that the information relating to the Agency, the redevelopment project area, the redevelopment law and the Agency Bonds contained in the Final Official Statement, and any supplement or amendment thereto (which shall be deemed an original part thereof for the purpose of such statement) were, at the time of sale of the Bonds, true and correct in all material respects and that the Final Official Statement did not, on the date of sale of the Bonds, and does not, as of the date of delivery of the Bonds, contain any untrue statement of a material fact with respect to the information relating to the Agency, the redevelopment project area, the redevelopment law and the Agency Bonds or omit to state material facts with respect thereto required to be stated where necessary to make any statements made therein not misleading in the light of the circumstances under which they were made. The Chairman, the Executive Director or the Treasurer, shall take such further actions 2 . . . prior to the signing of the Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof. The execution of the Final Official Statement, which shall include such changes and additions thereto deemed advisable by the Chairman, the Executive Director or the Treasurer, shall be conclusive evidence of the approval of the Final Official Statement by the Agency. The Final Official Statement, when prepared, is approved for distribution in connection with the offering and sale of the Bonds. Section 6. Bond Counsel. Quint & Thimrnig LLP, San Francisco, California, is hereby designated as Bond Counsel to the Agency in connection with the Agency Bonds and the purchase thereof by the Authority. Any fees and expenses of such counsel shall be paid solely from the proceeds of the Bonds. Section 7. Other Actions. The Chairman, the Executive Director, the Treasurer, the Secretary, general counsel to the Agency and all other appropriate officials of the Agency are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this Resolution and the refinancing herein authorized. 3 . . . . , ¡'. Section 8. Effective Date. This Resolution shall take effect upon its adoption by this Board. ............ PASSED, APPROVED AND ADOPTED this 17th day of August, 1998. By Attest: By ~L1<â ~ Secretary, Community Redevelopment Agency of the City of Santa Ana APPROVED AS TO FORM: By tr /t~ - ounsel to Agency I, the undersigned Secretary of the Community 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 by the Governing Board of the Agency at a meeting thereof on the 17th day of August, 1998, by the following vote of the members thereof: AYES: Franklin, Lutz, McGuigan NOES: None ABSTAIN: Pulido ABSENT: Espinoza, Moreno, Richardson BY~~ Secretary, Community Redevelopment Agency of the City of Santa Ana 19022,02'13910 8/5/98 4