91-31711009-60 JHHW:BDQ:rhc 10/28/91
11/(~J91
CITY OF ANAHEIM. CALIFORNIA
RESOLUTION NO. 91R- ~1~-~7
RESOLUTION APPROVING, AUTHORIZING AND DIRECTING EXECUTION
OF CERTAIN LEASE FINANCING DOCUMENTS, APPROVING THE FORM
AND AUTHORIZING DISTRIBUTION OF A PRELIMINARY OFFICIAL
STATEMENT, 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 of Anaheim, California (the "City"), as follows:
WHEREAS, the City, working together with the Community Center Authority (the
"Authority"), is proposing to proceed with a lease financing;
,WHEREAS, in connection therewith, the City proposes to refinance the construction of
certain ~mprovements to the Anaheim Convention Center ("Betterment II1") by providing for the
defeasance of the Authority's Revenue Bonds, Series E, issued in the principal amount of
$64,635,000, of which $63,975,000 a~!gregate principal amount is currently outstanding (the
"Series E Bonds"), issued by the Authonty to finance Betterment III, and it is in the public interest
and for the public benefit that the City authorize and direct execution of the hereinafter defined
Lease Agreement and certain other financing documents in connection therewith;
WHEREAS, Merrill Lynch & Co the "Underwriter") has been directed to re are a
...... · , . . P P
prehm~nary ofhc~al ,statement conta~mng Information material to the offenng and sale of the
Certificates of Participation described below (the "Preliminary Official Statement"); 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, the City Treasurer or the Finance Director is hereby authorized and
directed to execute said documents, in substantially the form on file with the City Clerk, with such
changes, insertions and omissions as may be approved by such official, andthe City Clerk is
hereby authorized and directed to attest to such official's signature:
(a) a site and facility lease, between the City, as lessor, and the Authority, as lessee;
(b) a lease agreement, relating to certain land and improvements, between the Authority,
as lessor, and the City, as lessee (the "Lease Agreement"), so long as the lease payments
thereunder, as compared to the principal of and interest on the Series E Bonds results in a net
present value savings of not less than 6% of the par amount of the outstanding Series E Bonds;
and
(c) a trust agreement, by and among the Authority, the Cit)/and Bank of America National
Trust and Savings Association, as trustee, the selection of which trustee is hereby approved
(the 'q'rust Agreement"), 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");
and
(d) an escrow deposit and trust agreement, by and among the City, the Authority and the
Trustee, as trustee with respect to the Series E Bonds, as escrow bank.
Section 2. The Purchase Agreement, between the Underwriter and the City, relating to the
purchase by the Underwriter of the Certificates of Participation, be and is hereby approved, and
the Mayor, the City Manager, the Cit~V Treasurer or the Finance Director is hereby authorized and
directed to execute said docu ,merit, m substantially the form on file with the City Clerk, with such
changes, insertions and omissions as may be approved by such official, so long as the
Underwriter's discount does not exceed .960%.
Section 3. The City Council hereby approves the Preliminary Official Statement
describing the financing, in substantially the form on file with the City Clerk, together with any
changes therein or additions thereto deemed advisable by the Mayor, the City Manager, the City
Treasurer or the Finance Director. The City Council authorizes and directs the Finance Director, on
behalf of the City, to deem "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of
1934 (the "Rule") the Preliminary Official Statement prior to its distribution by the Underwriter. The
Preliminary Official Statement is approved for distribution in connection with the offering and sale
of the Certificates of Participation
Section 4. The Mayor, the City Manager, the City Treasurer 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 where necessary to make any statement made therein not misleading in light of the
circumstances under which it was made. The Mayor, the City Manager, the City Treasurer or the
Finance Director shall take such further actions prior to the s~gning of the Final Official Statement
as are deemed necessary or appropriate to verify the accuracy thereof. The execution of the Final
Official Statement, which shall include such changes and additions thereto deemed advisable by
the Mayor, the City Manager, the City Treasurer or the Finance Director and such information
permitted to be excluded from the Preliminary Official Statement pursuant to the Rule, shall be
conclusive evidence of the approval of the Final Official Statement by the City.
Section 5. The Final Official Statement, when prepared, is approved for distribution in
connection with the offering and sale of the Certificates of Participation.
Section 6. The Mayor, the City Manager, the City Treasurer, 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 7. This Resolution shall take effect upon its adoption by this City Council.
-2-
The FOREGOING RESOLUTION was approved and adopted by the City Council of
the City of Anaheim this 19th day of November, 1991, by the following vote:
By R~OF~
MA
Attest:
CITY CLERK OF THE CITY OF ANAHEIM
STATE OF CALIFORNIA
COUNTY OF O~NGE ss.
CITY OF ~AEEIM
I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that
the foregoing Resolution No. 91R-317 was introduced and adopted at a regular
meeting provided by law, of the Anaheim city Council held on the 19th day of
November, 1991, by the following vote of the me~ers thereof:
AYES: COUNCIL MEMBERS: Simpson, Daly, Pickler, Ehrle 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. 91R-317 on the 20th day of November, 1991.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the
City of Anaheim this 20th day of November, 1991.
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. 91R-317 duly passed and adopted
by the City Council of the city of Anaheim on November 19, 1991.
CITY CLERK OF THE CITY OF ANAHEIM