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RES-1989-421 11009-41 JHHW:BDQ:kla 10/15/89 10/20/89 10/27/89 Z4846 CITY OF ANAHEIM RESOLUTION NO. 89R- 421 A RESOLUTION APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS, APPROVING THE FORM AND AUTHORIZING DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT, AN OFFICIAL NOTICE OF SALE AND AN OFFICIAL BID FORM IN CONNECTION WITH THE OFFERING AND SALE OF CERTIFICATES OF PARTICIPATION RELATING THERETO, AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO RESOLVED, by the City Council of the City of Anaheim (the "City"): WHEREAS, the City, working together with the Anaheim Public Improvement Corporation (the "Corporation"), is proposing to proceed with a lease financing; WHEREAS, in connection therewith, the City proposes to finance the acquisition of certain parcels of land relating to, and for use in connection with, the proposed Anaheim Sports and Entertainment Arena, as more particularly described in the hereinafter defined Lease Agreement (the "Sites"), and it is in the public interest and for the public benefit that the City authorize and direct execution of the Lease Agreement and certain other financing documents in connection therewith; WHEREAS, the financial advisor to the City has been directed to prepare a preliminary official statement containing information material to the offering and sale of the Certificates of Participation described below (the "Preliminary Official Statement") and special legal counsel to the City has been directed to prepare a notice of sale (the "Official Notice of Sale") and a bid form (the "Official Bid Form") relating to the sale of the Certificates of Participation; and WHEREAS, the documents below specified have been filed with the City and the members of the City Council, with the aid of its staff, have reviewed said documents; NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: Section 1. The below-enumerated documents be and are hereby approved, and the Mayor, the City Manager or the Finance Director is hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, and the City Clerk is hereby authorized and directed to attest to such official/s signature: (a) a site lease relating to the Sites, by and between the City, as lessor, and the Corporation, as lessee; (b) a lease agreement relating to the Sites, by and between the Corporation, as lessor, and the City, as lessee (the "Lease Agreement"), so long as the stated term of the Lease Agreement does not exceed thirty (30) years, so long as the principal amount of the Lease Agreement does not exceed $20,000,000, and so long as the maximum lease payments made by the City thereunder do not exceed $2,250,000; and (c) a trust agreement, by and among the Corporation, the City and State Street Bank and Trust Company of California, N.A., Los Angeles, California, as trustee, relating to the financing, and the execution and delivery of certificates of participation evidencing the direct, undivided fractional interests of the owners thereof in lease payments to be made by the City under the Lease Agreement (the "Certificates of Participation"). Section 2. The City's financial advisor, on behalf of the City and its City Clerk, are authorized and directed to cause the Preliminary Official Statement, Official Notice of Sale and Official Bid Form to be distributed to such municipal bond broker-dealers, to such banking institutions and to such other persons as may be interested in purchasing the Certificates of Participation therein offered for sale. Section 3. The City Clerk is authorized and directed to execute the Official Notice of Sale on behalf of the City and to call for bids for the sale of the Certificates. Section 4. To the best of the City's knowledge, information and belief, the Preliminary Official Statement contains no untrue statement of a material fact with respect to the City or omits to state a material fact with respect to the City required to be stated where necessary to make any statement made therein not misleading in the light of the circumstances under which it was made. Section 5. The Mayor, the City Manager or the Finance Director is authorized to approve corrections and additions to the Preliminary Official Statement by supplement or amendment thereto. or otherwise as appropriate, provided that any such corrections or additions shall be necessary to cause the information contained therein to conform with facts material to the Certificates of Participation, or to the proceedings of the City or such corrections or additions are in form rather than in substance. Section 6. The Mayor, the City Manager or the Finance Director 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, dated as of the date of the sale of the Certificates of Participation, and a statement that the facts 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 Certificates of Participation, true and correct in all material respects and that the Final Official Statement did not, on the date of sale of the Certificates of Participation, and does not, as of the date of delivery of the Certificates of Participation, contain any untrue statement of a material fact with respect to the City or omit to state material facts with respect to the City required to be stated -2- where necessary to make any statement made therein not misleading in the light of the circumstances under which it was made. The Mayor, the City Manager or the Finance lJirector shall take such further actions prior to the signing of the Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof. Section 7. The Final Official Statement, when prepared, is approved for distribution in connection with the offering and sale of the Certificates of Participation. Section 8. The Mayor, the City Manager, the Finance Director, the City Clerk and all other appropriate officials of the City 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 financing herein authorized. Section 9. This Resolution shall take effect upon its adoption by this City Council. ************ THE FOREGOING RESOLUTION is approved and adopted by the City Council of the City of Anaheim this 7th day of November, 1989. ~~~~ ATTEST: ~~ ?( S;;~ CITY CLERK OF THE CITY OF ANAHEIM -3- CLERK STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing Resolution No. 89R-42l was introduced and adopted at a regular meeting provided by law, of the City Council of the City of Anaheim held on the 7th day of November, 1989, by the following vote of the members thereof: AYES: COUNCIL MEMBERS: Daly, Ehrle, Pickler, Kaywood and Hunter NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None AND I FURTHER certify that the Mayor of the City of Anaheim signed said Resolution No. 89R-42l on the 8th day of November, 1989. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the City of Anaheim this 8th day of November, 1989. ~~~ 7t S;<<- CITY CLERK OF THE CITY OF ANAHEIM (SEAL) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 89R-421 duly passed and adopted by the Anaheim City Council on November 7, 1989. ~~-?r~ CITY CLERK OF THE CITY OF ANAHEIM -........,..