APFA 1994-1RESOLUTION NO. APFA 94h 1
RESOLUTION OF THE BOARD OF DIRECTORS OF THE ANAHEIM
PUBLIC FINANCING AUTHORITY (I) APPROVING AN
INDENTURE OF TRUST AND INSTALLMENT PURCHASE
AGREEMENT; (II) AUTHORIZING THE EXECUTION AND
DELIVERY OF AN OFFICIAL STATEMENT; AND (III)
AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH
WHEREAS, the City of Anaheim (the "City") and the Anaheim
Redevelopment Agency have heretofore entered into a Joint Exercise
of Powers Agreement establishing the Anaheim Public Financing
Authority (the "Authority") -for the purpose, among others, of
issuing the Authority's bonds to be used to provide financial
assistance to the City; and
WHEREAS, it has been proposed that the Authority assist
the City in the financing of the replacement, construction and/or
reconstruction of the City's Lenain Filtration Plant and related
facilities, including additions and improvements thereto (the
"Facilities"); and
WHEREAS, it has been proposed that the Authority acquire
the Facilities and that the City purchase such Facilities from the
Authority pursuant to an Installment Purchase Agreement, dated as
of January 1, 1994, by and between the City and the Authority (the
"Installment Purchase Agreement"), the proposed form of which has
been presented to this Board of Directors, pursuant to which the
City will agree to make certain purchase payments (the "Purchase
Payments") in connection therewith; and
WHEREAS, the Authority and the City have determined that
it would be in the best interests of the Authority, the City and
the citizens of the City to authorize, pursuant to the Indenture of
Trust, dated as of January 1, 1994 (the "Indenture"), the proposed
form of which has been presented to this Board of Directors, for
the purpose of raising funds necessary to provide such financial
assistance to the City, the issuance of its revenue bonds (the
"Bonds") in the aggregate principal amount not to exceed
$20,000,000, under the provisions of Article 4 (commencing with
Section 6584) of Chapter 5 of Division 7 of Title 1 of the
Government Code of the State of California (the "Act"); and
WHEREAS, the Authority has determined that it is in the
best public interest of the Authority to approve certain of the
above documents and authorize and approve the transactions
contemplated thereby.
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NOW, THEREFORE, the Board of Directors of the Anaheim
Public Financing Authority, does hereby resolve, determine and
order as follows:
SECTION 1: Pursuant to the Act, the Board hereby finds
and determines that the issuance of the Bonds will result in
savings in effective interest rates, bond underwriting costs and
bond issuance costs and thereby result in significant public
benefits to its members within the contemplation of Section 6586 of
the Act.
SECTION 2: That the Board hereby approves the Indenture
in the form presented to the Board, together with such additions
thereto and changes therein as are approved in accordance with
Section 7 hereof, such approval to be conclusively evidenced by the
execution and delivery thereof. The Executive Director is hereby
authorized to execute, and the Secretary is hereby authorized to
attest and affix the seal of the Authority to, the final form of
the Indenture for and in the name and on behalf of the Authority.
The Board hereby authorizes the delivery and performance of the
Indenture.
SECTION 3: That the Board hereby approves the
Installment Purchase Agreement in the form presented to the Board,
together with such additions thereto and changes therein as are
approved in accordance with Section 7 hereof, such approval to be
conclusively evidenced by the execution and delivery thereof. The
Executive Director is hereby authorized to execute, and the
Secretary is hereby authorized to attest and affix the seal of the
Authority to, the final form of the Installment Purchase Agreement
for and in the name and on behalf of the Authority. The Authority
hereby authorizes the delivery and performance of the Installment
Purchase Agreement.
SECTION 4: That the Board hereby approves the issuance
of the Bonds in accordance with the terms and provisions of the
Indenture (as executed and delivered). The Public Utilities
General Manager or the Public Utilities Financial Services Manager
of the City (the "Manager") shall accept the bid of the highest
responsible bidder or bidders or reject all bids in accordance with
any notice inviting bids with respect to the Bonds.
SECTION 5: That the Manager is hereby authorized to
select and designate a trustee to act with respect to the Bonds
with the duties and powers of such trustee as set forth in the
Indenture (as executed and delivered).
SECTION 6: The Manager is hereby authorized to approve
an Official Statement relating to the Bonds (such approval to be
conclusively evidenced by the execution and delivery thereof) (the
"Official Statement"). The Executive Director is hereby authorized
to execute a final form of the Official Statement, including as it
may be modified, supplemented or amended by such additions thereto
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and changes therein as are consistent with this Resolution and the
limits prescribed herein and recommended or approved by Special
Counsel to the Authority and approved by such officers and
employees, such approval to be conclusively evidenced by the
execution and delivery thereof. The Board hereby authorizes the
distribution of the final Official Statement by the successful
bidder. The final Official Statement shall be executed in the name
and on behalf of the Authority by the Executive Director.
SECTION 7: The agreements approved in Sections 2 and 3
of this Resolution shall, when executed and delivered pursuant to
Sections 2 and 3 of this Resolution, contain such additions and
changes (including additions and changes necessary to satisfy the
requirements of the provider of any municipal bond insurance
policy) as shall have been approved by the Manager. The Manager is
hereby authorized to determine, in connection with the execution
and delivery of the agreement~-approved in Sections 2 and 3 hereof,
the following with respect to the Bonds:
(a) the aggregate principal amount of the Bonds, which
shall not exceed $20,000,000;
(b) the final Purchase Payment under the Installment
Purchase Agreement, which shall be due and payable not later
than December 31, 2019;
(c) the maximum rate of interest which may be paid on
the Bonds, which shall not exceed 9.00%; and
(d) if the Manager shall decide to obtain municipal bond
insurance with respect to the financing, the premium for such
insurance, which shall not exceed 0.35% of the payments
insured.
SECTION 8: The Chairman, the Executive Director, the
Treasurer and the Secretary of the Authority and the other officers
and officials of the Authority are hereby authorized and directed,
jointly and severally, for and in the name of the Authority, to do
any and all things and to take 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 lawful i~uanee and ~al~ of
the Bonds and the consummation of the transactions contemplated by
the Indenture, the Installment Purchase Agreement and this
Resolution, and such actions previously taken by such officers are
hereby ratified and confirmed.
SECTION 9: This Resolution shall take effect from and
after its date of adoption.
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APPROVED AND ADOPTED by the Anaheim Public Financing
Authority this llth day of January, 1994.
ATTEST:
SECRETARY OF THE ANAHEIM
PUBLIC FINANCING AUTHORITY
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4 94601.21
STATE OF CALIFORNIA )
COUNTY OF ORANGE )
CITY OF ANAHEIM )
ss.
I, LEONORA N, SOHL , Secretary of the Board of Directors
of the Anaheim Public Financing Authority, do hereby certify that
the foregoing Resolution No. APFA94- 1 was introduced and adopted
at a regular meeting provided by law of the Board of Directors of
the Anaheim Public Financing Authority held on the llth day of
January, 1994, by the following vote of the members thereof:
AYES:
BOARD MEMBERS: Feldhaus, Simpson, Pickler, Hunter, Daly
NOES:
BOARD MEMBERS: None
ABSENT: BOARD MEMBERS: None
AND I FURTHER certify that the Chairman of the Board of-Directors
signed said Resolution No. APFA94- 1__ on the 12th day of 3anuary ,
1994.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the
seal of the Anaheim Public Financing Authority this 12th day of
3anuary , 1994.
SECRETARY OF THE ANAHEIM
PUBLIC FINANCING AUTHORITY
(SEAL)
I, LEONORA N. SOHL , Secretary of the Anaheim Public Financing
Authority, do hereby certify that the foregoing is the original
Resolution No. APFA94-1 duly passed and adopted by the Anaheim
Public Financing Authority on January 11, 1994.
SECRETARY OF THE ANAHEIM
PUBLIC FINANCING AUTHORITY
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