HomeMy WebLinkAbout1984-015
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RESOLUTION NO. 84-l5-IDA
A RESOLUTION OF THE INDUSTRIAL DEVELOPMENT AUTHORITY
OF THE CITY OF SANTA ANA AUTHORIZING ISSUANCE OF REVENUE
BONDS, THE LOANING OF PROCEEDS THEREOF TO FINANCE
PROJECT COSTS, THE EXECUTION OF DOCUMENTS AND
AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH
RESPECT THERETO (RITCHEY CENTER SOUTH PROJECT)
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BE IT RESOLVED BY TIiE INDUSTRIAL DEVELOPMENT AUTHORITY OF
THE CITY OF SANTA ANA AS FOLLOWS:
WHEREAS, the Industrial Development Authority of the
City of Santa Ana (the "Authority") proposes to issue its
Industrial Development Bonds (Ritchey Center South Project)
(the "Bonds") in the aggregate principal amount of
$5,000,000 in order to make a loan to Ritchey Center South,
a California general partnership (the "Company"), for the
acquisition and renovation of facilities located at 1901
South Ritchey and 1918 and 1924 East Glenwood Place in the
City of Santa Ana; and
WHEREAS, the California Industrial Development Finan-
cing Act (California Government Code Sections 91500-91574)
(the "Act") authorizes the Authority to issue revenue bonds
and loan the proceeds thereof for the purpose of financing
the acquisition, construction, improvement, reconstruction,
or rehabilitation of industrial facilities described there-
in;
WHEREAS, there has been filed with the Secretary of
'this Authority (i) the form of an Indenture of Trust, dated
as of December I, 1984 (the "Indenture") between the Autho-
rity and Security Pacific National Bank as trustee pursuant
to which the Bonds shall be issued, (ii) the form of a Loan
Agreement, da ted as of December I, 1984 (the "Loan Agree-
ment"), by and between the Authority and the Company, pur-
suant to which the Authority will loan the proceeds of the
Bonds to the Company for the aforesaid p,urposes, (iii) the
form of a Bond Purchase Agreement (the 'purchase Agreement")
between the Authority and Stone & Youngberg (the "Under-
writer") pursuant to which the Authority will sell the
Bonds, and (iv) the form of a Preliminary Official Statement
(the "Preliminary Official Statement") relating to the
Bonds;
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WHEREAS, t'-" 3 Authority has, with the aid of its staff,
reviewed the Incl<uture, the Loan Agreement, the Purchase
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Agreement, and the Preliminary Official Statement and each
and every part thereof; and
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WHEREAS, it is in the public interest and for the pub-
lic benefit and in furtherance of the public purposes of the
Authority that the issuance of the Bonds be authorized, that
the Indenture, the Loan Agreement, the Purchase Agreement
and the Preliminary Official Statement be approved, that the
officers and the staff of the Authority be directed and
authorized to take such further action as they deem neces-
sary, desirable and appropriate to facilitate the issuance
and sale of the Bonds, and to adopt certain motions and make
certain findings in order to facilitate the issuance and
sale of the Bonds;
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NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND
ORDERED, AS FOLLOWS:
SECTION 1. The issuance of the Bonds in the aggregate
princ1paTamount of Five Million Dollars ($5,000,000), and
having such terms and conditions as may be set forth in the
Ir,denture, is hereby authorized; and
SECTION 2. It is found and declared that this resolu-
tion is-oeing-adopted pursuant to the powers of the Act and
that the Bonds issued pursuant hereto are being issued for a
authorized purpose of the Authority in the exercise of the
powers granted by the Act; and
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SECTION 3. The Bonds shall be executed by the fac-
simile--slgnature of the Chail~an, and the seal of the Autho-
rity shall be reprodued thereon and countersigned by the
lacsimile signature of the Secretary of the Authority; and
SECTION 4. That the Preliminary Official Statement, in
substantIalry-the form filed with the Secretary of this
Authority, be, and it hereby is, adopted, confirmed and
approved; and
SECTION 5. That the Underwriter be, and hereby is,
authorized-and directed to distribute the Preliminary Of-
ficial Statement (and the Official Statement referred to
hereinafter) on behalf of the Authority with such additions
thereto or changes therein as the Chairman or Secretary of
the Authority may require or approve; Jnd
SECTION 6. That the Chairman or the Secre,ary of the
Authority are authorized to approve the preparB Ion and
distribution of a final Official Statement relating to the
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issuance of the Bonds, which Official Statement shall be
consistent with the Preliminary Official Statement but which
may contain such changes as the Chairman or the Secretary
deem necessary and appropriate to effectuate the purposes of
this Resolution, with distribution of the Official Statement
as conclusive evidence of the validity and due authorization
of any such changes; and
SECTION 7. That the form of the Indenture authorizing
the issuance of the Bonds (and containing, among other
things, a form thereof) and setting forth the basic terms
and conditions relating thereto, in substantially the form
filed with the Secretary of this Authority, be, and it here-
by is, authorized, adopted, confirmed and approved; and
SECTION 8. That the form of the Loan Agreement pur-
suant to which the proceeds of the Bonds will be loaned to
the Company, in substantially the form filed with the Sec-
retary of this Authority, be, and hereby is, adopted, con-
firmed and approved; and
SECTION 9. That the form of the Purchase Agreement
pursuant to which the Underwriter will purchase the Bonds
from the Authority, in substantially the form filed with the
Secretary of this Authority, be, and it hereby is, adopted,
confirmed and approved;
SECTION 10. That the Chairman and the Secretary of the
Authority are hereby authorized for and on behalf of the
Authority to execute and deliver the Indenture, the Loan
Agreement, and the Purchase Agreement substantially in the
forms filed with the Secretary of this Authority, with such
additions thereto (including without limitation the deter-
mination of an interest rate on the Bonds not exceeding
twelve percent (12%) per annum and an underwriter's discount
not exceeding five percent (5%) of the aggregate principal
amount of the Bonds) or changes therein as they may require
or approve and as shall be approved by bond counsel to the
Authority for the Bonds, such approvals to be conclusively
evidenced by the execution and delivery of such documents;
and
SECTION 11. That the Chairman or Secretary of the
Authority, and any other officers or employees of the Auth-
ority, designated by certificate of any of the aforesaid
officers, are hereby authorized, directed and empowered to
execute and deliver any certificates, requests, agreements,
or other documents, with such changes as they deem necessary
and appropriate to effectuate the intent of this Authority
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in adopting these authorizations, as they deem necessary and
appropriate to enable delivery of the Bonds and to consum-
mate the transactions contemplated by the Indenture, the
Loan Agreement, and the Purchase Agreement, and with the
prior approval of bond counsel to the Authority for the
Bonds, to approve any modifications or additions required to
be made to any such certificate, request, agreement or other
document to enable delivery of the Bonds; and
SECTION 12. That all actions heretofore taken by the
officers and agents of the Authority with respect to the
sale and issuance of the Bonds are hereby ratified and
approved.
ADOPTED, this lOth day of
December, 1984.
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Da iel 1':. Griset,
Chairman
ATTEST:
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fJ. nice C. Guy, Se,eret --
DIRECTORS:
Luxembourger AYE
Griset AYE
Acosta AYE
ijart' AYE
Johnson AYE
McGuigan AYE
Young AYE
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