93-202! 100%76 JI-IHW: BDQ:rhc 09/23/93
09/27/93
CITY OF ANAHEIM. CALIFORNIA
RESOLUTION NO. 93R- 2o2
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 of Anaheim, California (the "City"), as follows:
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 retinanee the acquisition of
certain land relating to the Anaheim Arena (the "Site"), as more particularly described in the
hereinafter defined Lease Agreement, by providing for an advance deposit of lease payments due
by the City to the Corporation under a lease agreement, dated as of November 1, 1989, by and
between the Corporation and the City and providing for the defeasance of certain certificates of
participation executed and delivered by State Street Bank and Trust Company of California, N.A.,
as trustee (the "1989 Trustee"), under a trust agreement, dated as of November 1, 1989, by and
among the City, the Corporation and the 1989 Trustee (the "1989 Certificates");
WHEREAS, 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, the financial advisor to the City has been directed to prepare a preliminary
official statement containing infomarion material to the offering and sale of the Certificates of
Participation described below (the "Preliminary Official Statemenf') 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 refunding of the 1989 Certificates is hereby approved so long as the
resulting debt service provides an average net present value savings of not less than 3%.
Section 2. The below-enumerated documents be and are hereby approved, and the Mayor
or 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 termination agreement, by and among the City, the Corporation and the 1989 Trustee
relating to the termination of certain documents relating to the original financing of the Site;
(b) a site lease relating to the Site, by and between the City, as lessor, and the Corporation,
as lessee;
(c) a lease agreement relating to the Site, by and between the Corporation, as lessor, and
the City, as lessee (the "Lease Agreement");
(d) a trust agreement, by and among the Corporation, the City and a trustee bank to be
selected, 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
(e) an escrow trust and deposit agreement, by and between the City and an escrow bank to
be selected, pursuant to which the 1989 Obligations will be defeased.
Section 2. The City Council hereby approves the Preliminary Official Statement describing
the financing, in substantially the form on ffie with the City Clerk, together with any changes
therein or additions thereto deemed advisable by the Mayor, the City Manager or the Finance
Director. The City Council authorizes and dkects 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.
Section 3. The estimated principal amount of the Certificates to be sold is as set forth in the
Official Notice of Sale for the Certificates in substantially the form thereof on file with the City
Clerk together with any additions thereto or changes therein approved by the Mayor, the City
Manager or the Finance Director. The Finance Director of the City is authorized, upon consultation
with the City's financial advisor, to increase or decrease the esfmaated principal amount of the
Certificates to be sold prior to the distribution of the Official Notice of Sale for the Certificates to
prospective bidders. In addition, the f'mal principal amount of the Certificates may be adjusted by
the Finance Director of the City is authorized, upon consultation with the City's financial advisor,
in accordance with the provisions of the Official Notice of Sale for the Certificates so long as the
total principal arnourn of Certificates actually issued and sold does not exceed twenty-two million
dollars ($22,000,000) and so long as the total net interest cost to maturity with respect to the
Certificates plus the principal amount of the Certificates does not exceed the total net interest cost to
maturity with respect to the 1989 Certificates plus the principal amount of the 1989 Certificates.
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 Certificate 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. 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. The City Council hereby delegates to the Finance Director or his designee the
authority to accept the best responsible bid for the purchase of the Certificates of Participation,
determined in accordance with the Official Notice of Sale. The Finance Director or his designee is
hereby authorized and dkected to accept such bid for and in the name of the City by notice to the
successful bidder.
Section 5. 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, 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 Cert'fficates, true and correct in all
material respects and that the Final Official Statement did not, on the date of sale of the Certificates,
and does not, as of the date of delivery of the Certificates, contain any untxue statement of a
material fact with respect to the City or omit to state matexial facts 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. The Mayor, the City Manager or the Finance Director
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. The execution of the final Official
Statement, which shall include such changes and additions thereto deemed advisable by the Mayor,
the City Manager 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 6. The Final Official Statement, when prepared, is approved for disffibution in
connection with the offering and sale of the Certificates.
Section 7. 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 8. This Resolution shall take effect upon its adoption by this City Council.
The FOREGOING RESOLUTION was approved and adopted by the City Council of the
City of Anaheim this 12th day of October, 1993. by the following vote:
MAYOR OF THE CITY OF~IM
Attest:
CITY CLERK (SF 'ITIE CITY OF
-3-
STATE OF CALIFORNIA )
ORANGE COUNTY )
CITY OF ANAHEIM )
I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the
foregoing Resolution No. 93R~ 202 was introduced and adopted at a regular meeting provided by
law of the City Council of the City of Anaheim held on the 12 day of October, 1993, by the
foilowing vote of the members thereof:
AYES: COUNC~,MEMBERS: Feldhaus, Hunter, Pickler, Simpson, Daly
NOES: COUNC~ MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said
Resolution No. 93R- ~02 onthe 13th day of october, 1993.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the
City of Anaheim this 13th day of October, 1993.
CITY CLERK OF THE CITY OF
ANAHEnVl
(SEAL)
I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the
foregoing is the original of Resolution No. 93R-. 2o2 duly passed and adopted by the Anaheim
City Council on October 12 ,1993.
CITY CLERK OF THE CITY OF