IDA-2010-001RESOLUTION NO. IDA- 2010 -001
RESOLUTION OF THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
ANAHEIM APPROVING THE APPLICATION OF NORTHGATE GONZALEZ,
LLC, A LIMITED LIABILITY COMPANY, AND EXPRESSING PRELIMINARY
INTENT TO PROVIDE FINANCING IN AN AMOUNT NOT TO EXCEED
$20,000,000 FOR THE ACQUISITION OF CERTAIN PROPERTY AND
EQUIPMENT, AND AUTHORIZING VARIOUS ACTIONS IN CONNECTION
THEREWITH
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE INDUSTRIAL
DEVELOPMENT AUTHORITY OF ANAHEIM AS FOLLOWS:
Section 1 . The Board of Directors hereby finds, determines and declares as follows:
A. The California Industrial Development Financing Act (California Government Code
Sections 91500 et seq., as amended and supplemented) (the "Act "), permits an industrial
development authority to issue revenue bonds for the purpose of financing the acquisition,
construction and /or rehabilitation of facilities, including real and personal property and equipment
suitable for commercial uses located within a recovery zone designated pursuant to Section 1401 of
the American Recovery and Reinvestment Act of 2009, and the Act deems such revenue bonds to
include various types of obligations and evidences of indebtedness.
B. The Industrial Development Authority of Anaheim (the "Authority" or "Issuer ") is
authorized pursuant to the provisions of the Act to exercise powers of acquiring, constructing,
improving, furnishing, equipping, repairing, reconstructing and /or rehabilitating facilities and to enter
into agreements for the same.
C. The Board of Directors of the Authority desires to accept the application of Northgate
Gonzalez, LLC, a limited liability company, (the `Borrower ") for the financing by the Authority of
the acquisition of certain property and equipment to be located at the Borrower's headquarters and
food warehouse /distribution facility located at 1201 Magnolia Avenue, Anaheim, California,
supporting the commercial activities of the Borrower, and certain costs of issuance, in the estimated
amount of not to exceed $20,000,000, all of which together constitute a project under the Act (the
"Project ").
D. The Project is located within the City of Anaheim Federal Recovery Zone designated
pursuant to Section 1401 of the American Recovery and Reinvestment Act of 2009 and will be used
for qualified purposes.
E. The Authority makes certain determinations in Section 2 hereof with respect to the
public benefits that may be derived from the financing of the Project and the qualifications of the
Project for financing under the Act, based on the information provided by the Borrower with respect
to the Project.
F. The Project constitutes "Facilities" within the meaning of the Act and the Borrower is
a "Company" within the meaning of the Act.
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G. The Authority now desires to accept the application of the Borrower for financing, to
make certain determinations under the Act and to express the present intention of the Authority to
provide financing with respect to the Project.
Section 2 . The Board of Directors of the Authority hereby accepts the application of the
Borrower for financing and finds and determines that:
(a) the undertaking of the Project in a Recovery Zone is in accord with Section 91503 of
the Act;
(b) the use of the Project is likely to result in public benefits and employment benefits by
securing or increasing the number of employees of the Borrower, and any other direct users of the
Project or the compensation for such employment;
(c) the Loan made by the Authority in the amount sufficient to finance all or a portion of
the costs of the Project is likely to be a substantial factor in the accrual of each of such public
benefits from the undertaking of the Project; and
(d) the proposed financing of the Project is otherwise in accord with the purposes and
requirements of the Act.
Section 3 . This Board of Directors of the Authority hereby expresses the present intention of
the Authority to enter into obligations to finance the Project in an amount of approximately
$20,000,000, the interest on which is expected to be exempt from federal income taxation.
Section 4
(a) The Borrower will incur costs with respect to the Project prior to the issuance of any
obligations. The Authority hereby states its intention and reasonably expects to reimburse to the
Borrower any such costs with proceeds of obligations to be issued by it.
(b) This Resolution is consistent with the budgetary and financial circumstances of the
Authority, as of the date hereof. No monies from sources other than the Authority issue are, or are
reasonably expected to be reserved, allocated on a long term basis, or otherwise set aside by the
Authority (or any related party) pursuant to their budget or financial policies with respect to the
Project costs. To the best of our knowledge, this Board of Directors is not aware of any previous
adoption of official intents by the Authority that have been made as a matter of course for the
purpose of reimbursing expenditures relating to this Project and for which tax exempt obligations
have not been issued.
(c) This Resolution is adopted as official action of the Issuer in order to comply with
Treasury Regulation § 1.103- 8(a)(5) and Treasury Regulation § 1.150 2 and any other regulations of
the Internal Revenue Service relating to the qualification for reimbursement of expenditures incurred
prior to the date of issue of the obligations, is part of the Authority's official proceedings, and will be
available for inspection by the general public at the main administrative office of the Authority.
Section 5 . The Authority by the adoption of this resolution shall be under no obligation to
proceed with the approval of any financing for the Borrower or the Project, and the Borrower shall
acquire no rights against the Authority by reason thereof.
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Section 6 . Any authorized officer of the Authority (the "Authorized Representative ") or his
or her designee is hereby requested and authorized to (i) file a copy of this Resolution and the
Application with the Clerk of the City and (ii) file such information with the California Industrial
Development Financing Advisory Commission as may be required for the review and approval of the
Project pursuant to Section 91531 of the Act and (iii) publish notice of the filing of the application by
the Borrower in accordance with Section 91530(e) of the Act in a newspaper of general circulation
within the City at the time and in the manner required by the Act.
Section 7 . The City Council of the City is hereby requested to conduct a public hearing with
respect to the financing of the Project for the purpose of satisfying the public approval requirements
of Section 147(f) of the Internal Revenue Code of 1986. Publication of the notice of such public
hearing in a newspaper of general circulation within the City at the time and in the manner required
by the Act and the Internal Revenue Code of 1986.
Section 8 . All actions heretofore taken by the officers and agents of the Authority with
respect to the approval of the application of the Borrower with respect to the Project are hereby
approved, confirmed and ratified, and the officers of the Authority and their authorized designees,
deputies and agents are each hereby authorized and directed, jointly and severally, to do any and all
things and to execute and deliver any an all certificates and documents which they, bond counsel, and
the Authority General Counsel may deem necessary or advisable in order to effectuate the purpose of
this Resolution.
Section 9 . This Resolution shall take effect from and after its inception.
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THE FOREGOING RESOLUTION IS PASSED, APPROVED AND ADOPTED BY THE
GOVERNING BOARD OF THE ANAHEIM REDEVELOPMENT AGENCY THIS TWENTY -
THIRD (23 DAY OF MARCH, 2010, BY THE FOLLOWING ROLL -CALL VOTE:
AYES: Mayor Pringle, Council Members Sidhu, Hernandez, Galloway, Kring
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
CHAIRMAN
AT
CLERK
APPROVED AS TO FORM:
STRADLING YOCCA CARLSON & RAUTH,
as Bond Counsel
By:
APPROVED AS TO FORM:
CHRISTI >A`h,. TALLEY, CITY ATTORNEY
JOHN WOODHEAD, IV
Assi to City Attorney
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