APIC1993-111009- 68 JHHW:BD~rh~ 1 Zt14/92
Resoluriun Arn~ndin~ 12f15/92
Re~oh~tion 92R-191 12j16/92
ANAHEIM PUBLIC IMPROVEMENT CORPORATION
RESOLUTION NO. APIC. 93-1
RESOLUTION AMENDING AND RESTATING RESOLUTION NO. APIC
92-2, ADOPTED ON SEPTEMBER 1, 1.992, APPROVING,
AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN LEASE
FINANCING DOCUMENTS AND AUTHORIZL~iG AND DIRECTING
CERTAIN ACTIONS WITH RESPECT THERETO
R.~OLVED, by the Anaheim Public Improvement Corporation (the "Corporation"), as
follows:
WHEREAS, the City of Anaheim (the "City"), working together wi~h the Corporation, is
proposing ua proceed with a Ica,sc finan~;
WHEREAS, in connection therewith, the City proposes
(a) r~inance construction of the Anaheim Sl~dium (the "Suldium") by providing for
the defeasance of the City of Anaheim (California) Stadium, Inc. Lease Rental Bonds,
1978 Refunding Series, issued in the principal amount of $11,785,000, of which
$$,830,000 agg~gate principal amount is currently outstanding (the "1978 Stadium
Bonds"),
(b} refinance construction of the e_nclosure and expansion of the Stadium by
providing for the defemancc of the City of Anaheim (California) Stadium, Inc. Lease
Rental Bonds, 1979 Series A, issued in the principal amount of $33,000,000, of which
$30,190,000 ~ggrcga£c principal amount is currently out~ta~ding (the "1979 Stadium
Bonds"),
(c) m,f~n~ance the acquisit/en of land for the e~pansion of the Anaheim Convention
Center (the 'Convention Center") by prov/ding for the de/casance of the Community
Center Authority Revenue Bonds. Series C, issued in the principal amount of
$10.000,000. of which $8.435,000 aggregate principal amount is currently outstanding
(the "1979 Convention Center Bonds"),
(fl) refinance the construction, remodeling and c~ntmlizafion of a mabxtenan~ yard,
construction of two fire stations, Fmld engineering in~ovement$ and the aeclui.~ifion of a
computerized facility ~checluling system at the Stadium and at the Convention C~nter by
pro-4ding for an advance deposit of lease payments due by the City to the Co~orstion
under a l¢~se agreement, dal~.d as of M&rch 1, 1955, by and b~twe~n the Corpo~fion and
fl~e City and pro.ding for the defeasance of certain certificates of particiFation executed and
delivered by Sectu-/ty Pacific National Bank, as tvastee~ under a wast a~'eement, clal~i as of
March 1, 1985, by and among the City, the Corporation and such ltustee, in the principal
amount of $-~,585,000, of which $2,555,000 aggregate principal amount is currently
outstanding (the "1985 Certificates"),
(e) re~manc~ thc cot~n~ion of improvements to thc Convention Center, known ~
Betterment H, and refinance the cx~nstruction of the Mechanical Ma~n~ Facility (the
"Mainmnance Facility") by providing for an advanc~ dc'posit cf l~as~ payrr~n~s due by the
City to the Community Center Authority f"CCA") under a lease ageement, dated as of May
1, 1986, by and between CCA and the City and providing for the defeasance of certain
certific~s of participation executed and delivered by First Interstate Bank of California, as
trustee, under a trust agreement, dated as of May 1, 1986, by and among the City, CCA
and such trustee, in the principal amount of $31,200,000, of which $2,$,890,000 aggregate
principal amount is currently outstanding (the "1986 Certificates"),
(f) refinance me consumction of certain parking facilities locate8 ~ljacent to the
Convention Center by providing for an advance dcposit of lease payments due by the City
to the Corporation under a sublease agreement, dated as of October 1, 1989, by and
between the Corporation and the City and providing for the defeasance of certain
certificates of participation execul~l and delivt~:l by Bank of Am~nica National Trust sad
Savings Association, as lrus~., u~ der a t~ust agrec-~neat, dated as of October 1, 1989, by
and among thc City, thc Corporation and such trustee, in the principal amount of
$39,295,000, of which $$7,890,0~ aggregate principal amount is currently outstanding
(thc "1 F89 Parlchag C~aificates'~ ar~
(g) refinance thc construction of various pubhc improvements within thc CiD's
Commcrci~cation ama by prnvidiag for an advance deposit of lease payments duc by
the City to the Corporation under a leas~ agrcctr~nt, dated as of November 1, 1989, by and
between thc Corporation and th~ City and providing for thc dcfcasancc of certain
certificates of participation executed and delivered by State Street Bank and Trust Company
of California, N.A., as trust~, under a trust agreement, dated as of November 1, 1989, by
and among the City, the Corporation and such trustee, in thc tnincipal amount of
,$,8,250,000, of which $7,980,000 aggrcgat~ principal amount is cur~entiy outstanding (thc
'1989 Capital Improvement Certificates" and, with/he 1978 Stadium Bonds, the 1979
Stadium Bonds, the 1979 Convention Center Bonds, the 1985 Certificates, the 1986
Certificates and the 1989 Parking Certificates, the "Prior Obligations");
WHEREAS, the Corporaxion did, on September 1, 1992, adopt Resolution No. APIC 92-2
(the "Original Resolution"), authorizing, the execution of certain lease financing documents in
connection with the refunding of all or a portion of the Prior O~,b, ligations in accordance with a
r~funding program presented to me City by Merrill Lynch & Co. (' M~'till Lynch'"};
WHEREAS, since +.he adoption~ of the Original Resolution, market conditiona have
prevented tile completion of thc refunding!of any of the Prior Obligations:
WHEREAS, in the period since thc adoption of the Original Resoludon, the i'm of Smith
Bam¢3r, Harris 'Upham & Co., Incorp0ratcd ("Smith Barney") has presented an akematlve
rcfundin8 program;
WHEREAS, it is possible that the Smith Barney piogram, if employed by thc City, could
l:~ovide additional savings to the C~ity ab0vc those expected to be produced by thc Me~xill Lynch
program;
WHE~AS, because oftl~ continuing volatile nature of the financial markets, it is prudent
for the City to proceed toward the completion of either the Merrill Lynch program or the Smith
Barney program;
WHEREAS, it is ncccssa~ to amend and rcstat~ thc Original Re~olufion to al~m~v¢ eithe~
alternative refunding ~ogram and to ~ovidc authority for thc consummation of a ~funding
program with tither Merrill Lynch or Smith Barney, ~ is appropriate;
NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as foll°ws:
Section 1. The Original Resolution is hereby amended and restated in full by this
resolution.
Section 2. The President, Executive Director or Finance Officer is hereby authorized and
directed to execute such legal documents as may be neces~ to con~urnmam the refunding of the
Prior Obligations to be refunded, in Such formS as may be approved by such official, and the CRy
Clerk is hereby authorized and directext to attest to such official's signature.
In the event, based ul~n ~vailing market conditions, one or rno~ of the Prior Obligations
to be ~efunded cannot be zefunded, the President, Executive Director or F~ Officer are hereby
authorized arid directed to have appropriate documents prepared to provid~ for thc r~ftmdL~g
thereof, in two or more series, if necessary. Addit/onal approval by this Board wffi not be
required, the authorization provided by this re.solution to be effective in such case, so long as the
present value savings ~o be accomphshed by refunding such Prior Obligations pursuant to separate
documents and separate series, if necessary, meets the target set forth by the City.
Section $. The President, Vicc President, F'mance Officer, Secretary and other officials of
thc Corporation are here:by authorized and directed to cxccutc such other agreements, documents
and cerdficat~ as may be neces,sa~ lo effect the purposes of this rc~olution and the lease finandng
herdn authorized.
The FOREGOING RESOLUTION was approved and adopted by the Anaheim Public
Improvement Corporation this fith day of lannary, 1993, by the following vote:
A~l~st~
By
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF ANAHEIM )
I, ANN M. SAUVAGEAU, Acting Secretary of the Anaheim Public Improvement
Corporation, do hereby certify that the foregoing Resolution No. APIC93-1 was
introduced and adopted at a regular meeting provided by law of the Anaheim Public
Improvement Corporation held on the 5th day of January, 1993, by the following
vote of the members thereof:
AYES:
NOES:
BOARD MEMBERS: Feldhaus, Hunter, Pickler, Simpson, Daly
BOARD MEMBERS: None
ABSENT: BOARD MEMBERS: None
AND I FURTHER certify that the President of the Anaheim Public Improvement
Corporaiton signed said Resolution No. APIC93-1 on the 6th day of January, 1993.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the
Anaheim Public Improvement Corporation this 6th day of January, 1993.
ACTING SECRETARY OF TV ANAHEIM PUBLIC IMPROVEMENT
CORPORATION
(SEAL)
I, ANN M. SAUVAGEAU, Acting Secretary of the Anaheim Public Improvement
Corporation, do hereby certify that the foregoing is the original of Resolution
No. APIC93-1 duly passed and adopted by the Anaheim Public Improvement
Corporation on January 5, 1993.
ACTING SECRETARY OF TH[~NAHEIM PUBLIC IMPROVEMENT
CORPORATION