RES-2010-109RESOLUTION NO. 2010 -1 09
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF ANAHEIM AUTHORIZING THE ISSUANCE OF NOT
TO EXCEED $40,000,000 AGGREGATE PRINCIPAL
AMOUNT OF CITY OF ANAHEIM COMMUNITY
FACILITIES DISTRICT NO. 08 -1 (PLATINUM TRIANGLE)
SPECIAL TAX BONDS, SERIES 2010, APPROVING THE
EXECUTION AND DELIVERY OF AN INDENTURE, A
BOND PURCHASE AGREEMENT AND A CONTINUING
DISCLOSURE AGREEMENT AND THE PREPARATION
OF AN OFFICIAL STATEMENT AND OTHER MATTERS
RELATED THERETO
WHEREAS, the City Council (the "City Council ") of the City of Anaheim (the "City ")
has formed the City of Anaheim Community Facilities District No. 08 -1 (Platinum Triangle) (the
"Community Facilities District ") under the provisions of the Mello -Roos Community Facilities
Act of 1982 (the "Act ");
WHEREAS, the Community Facilities District is authorized under the Act to levy
special taxes (the "Special Taxes ") to pay for the costs of certain public facilities (the
"Facilities ") and to issue bonds payable from the Special Taxes;
WHEREAS, in order to provide funds to finance certain of the Facilities, the Community
Facilities District desires to provide for the issuance of City of Anaheim Community Facilities
District No. 08 -1 (Platinum Triangle) Special Tax Bonds, Series 2010 (the "Bonds "), in the
aggregate principal amount of not to exceed $40,000,000;
WHEREAS, in order to provide for the authentication and delivery of the Bonds, to
establish and declare the terms and conditions upon which the Bonds are to be issued and secured
and to secure the payment of the principal thereof, premium, if any, and interest thereon, the
Community Facilities District proposes to enter into an Indenture with U.S. Bank National
Association, as trustee (the "Trustee ") (such Indenture, in the form presented to this meeting,
with such changes, insertions and omissions as are made pursuant to this Resolution, being
referred to herein as the "Indenture ");
WHEREAS, Stone & Youngberg LLC (the "Underwriter ") has presented the Community
Facilities District with a proposal, in the form of a Bond Purchase Agreement, to purchase the
Bonds from the Community Facilities District (such Bond Purchase Agreement, in the form
presented to this meeting, with such changes, insertions and omissions as are made pursuant to
this Resolution, being referred to herein as the "Purchase Agreement");
WHEREAS, Rule 15c2 -12 promulgated under the Securities Exchange Act of 1934
( "Rule 15c2 -12 ") requires that, in order to be able to purchase or sell the Bonds, the Underwriter
must have reasonably determined that the Community Facilities District or an obligated person
has undertaken in a written agreement or contract for the benefit of the holders of the Bonds to
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provide disclosure of certain financial and operating data and certain material events on an
ongoing basis;
WHEREAS, in order to assist in providing for the satisfaction of such requirement, the
Community Facilities District desires to enter into a Continuing Disclosure Agreement with the
Trustee (such Continuing Disclosure Agreement, in the form presented to this meeting, with such
changes, insertions and omissions as are made pursuant to this Resolution, being referred to
herein as the "Continuing Disclosure Agreement ");
WHEREAS, a Preliminary Official Statement to be used in connection with the offering
and sale of the Bonds has been prepared (such Preliminary Official Statement in the form
presented to this meeting, with such changes, insertions and omissions as are made pursuant to
this Resolution, being referred to herein as the "Preliminary Official Statement ");
WHEREAS, Harris Realty Appraisal has prepared and provided to the Community
Facilities District an appraisal of the property in the Community Facilities District (the
"Appraisal "), which has been submitted to this meeting;
WHEREAS, there have been prepared and submitted to this meeting forms o£
(a) the Indenture;
(b) the Purchase Agreement;
(c) the Continuing Disclosure Agreement; and
(d) the Preliminary Official Statement; and
WHEREAS, the City Council desires to authorize the issuance of the Bonds and the
execution and delivery of such documents and the performance of such acts by or on behalf of
the Community Facilities District as may be necessary or desirable to effect the issuance of the
Bonds and the execution and delivery of such documents;
NOW, THEREFORE, the City Council of the City of Anaheim does hereby resolve,
determine and order as follows:
Section 1. Subject to the provisions of Section 2 hereof, the issuance of the Bonds, in an
aggregate principal amount of not to exceed $40,000,000, on the terms and conditions set forth
in, and subject to the limitations specified in, the Indenture, is hereby authorized and approved.
The Bonds shall be dated, shall bear interest at the rates, shall mature on the dates, shall be
subject to call and redemption, shall be issued in the form and shall be as otherwise provided in
the Indenture, as the same shall be completed as provided in this Resolution.
Section 2. The Indenture, in substantially the form submitted to this meeting and made a
part hereof as though set forth herein, be and the same is hereby approved. Each of the Mayor of
the City, and such other member of the City Council as the Mayor may designate, the City
Manager of the City, the Finance Director of the City, the Deputy Finance Director of the City,
and such other officer or employee of the City as the City Manager may designate (the
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"Authorized Officers ") is hereby authorized, and any one of the Authorized Officers is hereby
directed, for and in the name of the Community Facilities District, to execute and deliver the
Indenture in the form submitted to this meeting, with such changes, insertions and omissions as
the Authorized Officer executing the same may require or approve, such requirement or approval
to be conclusively evidenced by the execution of the Indenture by such Authorized Officer;
provided, however, that such changes, insertions and omissions shall not authorize an aggregate
principal amount of Bonds in excess of $40,000,000, shall not result in a final maturity date of
the Bonds later than September 1, 2041 and shall not result in a true interest cost for the Bonds in
excess of 7.25 %.
Section 3. The Purchase Agreement, in substantially the form submitted to this meeting
and made a part hereof as though set forth in full herein, be and the same is hereby approved.
Each of the Authorized Officers is hereby authorized, and any one of the Authorized Officers is
hereby directed, for and in the name of the Community Facilities District, to execute and deliver
the Purchase Agreement in the form presented to this meeting, with such changes, insertions and
omissions as the Authorized Officer executing the same may require or approve, such
requirement or approval to be conclusively evidenced by the execution of the Purchase
Agreement by such Authorized Officer; provided, however, that such changes, insertions and
omissions shall not result in an aggregate underwriter's discount (not including any original issue
discount) from the principal amount of the Bonds in excess of 2.0% of the aggregate principal
amount of the Bonds. The City Council hereby finds and determines that the sale of the Bonds at
negotiated sale as contemplated herein and by the Purchase Agreement will result in a lower
overall cost.
Section 4. The Continuing Disclosure Agreement, in substantially the form submitted to
this meeting and made a part hereof as though set forth in full herein, be and the same is hereby
approved. Each of the Authorized Officers is hereby authorized, and any one of the Authorized
Officers is hereby directed, for and in the name of the Community Facilities District, to execute
and deliver the Continuing Disclosure Agreement in the form presented to this meeting, with
such changes, insertions and omissions as the Authorized Officer executing the same may require
or approve, such requirement or approval to be conclusively evidenced by the execution of the
Continuing Disclosure Agreement by such Authorized Officer.
Section 5. The Preliminary Official Statement, in substantially the form presented to this
meeting and made a part hereof as though set forth in full herein, with such changes therein as
may be approved by an Authorized Officer, be and the same is hereby approved, and the use of
the Preliminary Official Statement in connection with the offering and sale of the Bonds is
hereby authorized and approved. Each of the Authorized Officers is hereby authorized, and any
one of the Authorized Officers is hereby directed, for and in the name of the Community
Facilities District, to certify to the Underwriter that the Preliminary Official Statement has been
"deemed final" for purposes of Rule 15c2 -12.
Section 6. The preparation and delivery of a final Official Statement (the "Official
Statement "), and its use in connection with the offering and sale of the Bonds, be and the same is
hereby authorized and approved. The Official Statement shall be in substantially the form of the
Preliminary Official Statement with such changes, insertions and omissions as may be approved
by an Authorized Officer, such approval to be conclusively evidenced by the execution and
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delivery thereof. Each of the Authorized Officers is hereby authorized, and any one of the
Authorized Officers is hereby directed, for and in the name of the Community Facilities District,
to execute the final Official Statement and any amendment or supplement thereto.
Section 7. Based upon the property values within the Community Facilities District
reported in the Appraisal and the value -to -lien information set forth in the Preliminary Official
Statement, the City Council, for purposes of Section 53345.8 of the Act, hereby finds and
determines that the value of the real property that would be subject to the Special Tax to pay debt
service on the Bonds will be at least three times the principal amount of the Bonds to be sold and
the principal amount of all other bonds outstanding that are secured by a special tax levied
pursuant to the Act on property within the Community Facilities District or a special assessment
levied on property within the Community Facilities District.
Section 8. The officers and employees of the City are, and each of them is, hereby
authorized and directed, for and in the name of the Community Facilities District, to do any and
all things and to execute and deliver any and all documents which they or any of them deem
necessary or advisable in order to consummate the transactions contemplated by this Resolution
and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution,
including, without limitation, amending the budget in order to take such transactions into
account.
Section 9. All actions heretofore taken by the officers and employees of the City with
respect to the issuance of the Bonds, or in connection with or related to any of the agreements or
documents referred to herein, are hereby approved, confirmed and ratified.
Section 10. This Resolution shall take effect immediately upon its adoption.
THE FOREGOING RESOLUTION is approved and adopted by the City Council of the
City of Anaheim this 20th day of jj, 1 y 2010, by the following roll -call vote:
AYES: Mayor Pringle, Council Members Sidhu, Hernandez, Galloway
NOES: NONE
ABSENT: Council Member Kring
ABSTAIN: NONE
CIT ANAHEI
MAYOR OF THE ITY ANAHEIM
ATTEST:
CITY ERK OF THE CITY F ANAHEIM
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