RES-2021-071CITY OF ANAHEIM
RESOLUTION NO. 2021-071
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM
APPROVING THE ISSUANCE OF REVENUE OBLIGATIONS
PURSUANT TO A PLAN OF FINANCE BY THE CITY OF FULLERTON
PUBLIC FINANCING AUTHORITY IN AN AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $35,000,000 FOR THE PURPOSE OF
FINANCING AND REFINANCING THE COST OF THE ACQUISITION,
CONSTRUCTION, IMPROVEMENT, RENOVATION, FURNISHING,
AND EQUIPPING OF CERTAIN EDUCATIONAL FACILITIES FOR THE
BENEFIT OF MARSHALL B. KETCHUM UNIVERSITY, AND/OR A
RELATED OR SUCCESSOR ENTITY, PROVIDING THE TERMS AND
CONDITIONS FOR SUCH OBLIGATIONS, AND OTHER MATTERS
RELATING THERETO
WHEREAS, Marshall B. Ketchum University, or a related or successor entity (the
"Borrower"), has requested that the City of Fullerton Public Financing Authority (the "Authority")
facilitate the issuance of revenue obligations in an aggregate principal amount not to exceed
$35,000,000 (the "Obligations"), the proceeds of which are to be loaned to the Borrower for the
purpose of. (a) current refunding of the outstanding City of Fullerton Public Financing Authority
Revenue Bonds (Marshall B. Ketchum University) Series 2015A and the City of Fullerton Public
Financing Authority Revenue Bonds (Marshall B. Ketchum University) Series 2015B (Taxable), the
proceeds of which were used to (i) finance and refinance up to $20,000,000 of the costs of the
acquisition, construction, improvement, renovation, furnishing, and equipping of certain
educational facilities for the Borrower and facilities related and appurtenant thereto, consisting of
a 80,998 gross square foot, two story building, located at 5460 East La Palma Ave., Anaheim, CA,
92807 (the "Anaheim Facility") and (ii) finance and refinance up to $20,000,000 of the costs of the
acquisition, construction, improvement, renovation, furnishing, and equipping of educational
facilities of the Borrower located at 2575 Yorba Linda Blvd., Fullerton, CA, 92831, including a
library and lecture hall, parking and maintenance facilities, lab and clinic renovations for physician
assistant and pharmacy programs, and other campus facilities and improvements, and (iii) finance
and refinance up to $10,000,000 of the costs of the acquisition of student and faculty housing, in
the vicinity of the Borrower's campus, located at: 2029 Woodbriar Court, Fullerton CA, 92831;
2016 Ravenhill Court, Fullerton, CA 92831; and 2025 Ravenhill Court, Fullerton, CA, 92831
(collectively, the "Fullerton Facility") together with the Anaheim Facility (collectively the
"Facilities"), and (b) paying certain costs of issuance in connection with the Obligations; and
WHEREAS, the Borrower, a California nonprofit public benefit corporation and an
organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended
(the "Code"), owns and operates the Facilities in connection with its mission to educate caring,
inspired health care professionals who are prepared to deliver collaborative, patient -centric health
care in an interprofessional environment; and
4835-5568-1261.1
WHEREAS, the issuance of the Obligations by the Authority must be approved by a
governmental unit having jurisdiction over the territorial limits in which the Facilities are located
pursuant to the public approval requirement of Section 147(f) of the Code; and
WHEREAS, the Anaheim Facility is located within the territorial limits of the City, and the
City Council (the "Council") is an elected legislative body of the City; and
WHEREAS, the Authority and the Borrower have requested that the Council approve the
issuance of the Obligations and the refinancing of the Anaheim Facility with the proceeds of the
Obligations for purposes of complying with Section 147(f) of the Code and the Joint Exercise of
Powers Act, comprising Articles 1, 2, 3, and 4 of Chapter 5 of Division 7 of Title 1 (commencing
with Section 6500) of the Government Code of the State of California (the "Act"); and
WHEREAS, a public hearing was held by the Council on the 13th day of July, 2021,at
Anaheim City Hall, following duly published notice thereof in a newspaper of general circulation in
Orange County, and all persons desiring to be heard have been heard; and
WHEREAS, it is intended that this Resolution shall comply with the public approval
requirements of Section 147(f) of the Code; provided, however, that this Resolution is neither
intended to nor shall it constitute an approval by the Council of the Facilities for any other purpose,
including, but not limited to, compliance with the California Environmental Quality Act (California
Public Resources Code, Section 21100, et seq.) ("CEQA");
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the
City Council of the City of Anaheim, State of California as follows:
Section 1. On information and belief, the foregoing resolutions are true and correct.
Section 2. The Council hereby approves the issuance of the Obligations by the Authority,
from time to time, pursuant to a plan of finance, which Obligations may be tax-exempt and/or taxable
as approved by the Authority in its resolution, in an amount not to exceed $35,000,000 to finance
and refinance the cost of the acquisition, construction, improvement, renovation, furnishing, and
equipping of the Facilities and pay the costs of issuance of the Obligations. This resolution shall
constitute approval of the issuance of the Obligations within the meaning of Section 147(f) of the
Code and for purposes of the Act.
Section 3. The issuance of the Obligations shall be subject to the approval by the Authority
of all documents relating thereto to which the Authority is a party. The City shall have no
responsibility or liability whatsoever with respect to the Obligations.
Section 4. The officers of the City are hereby authorized and directed, jointly and severally,
to do any and all things and to execute and deliver any and all documents which they deem necessary
or advisable in order to carry out, give effect to and comply with the terms and intent of this
resolution and the transaction approved.
Section 5. The adoption of this Resolution shall not obligate the City or any department
thereof to (a) provide any financing with respect to the Facilities; (b) approve any application or
request for or take any other action in connection with any planning approval, permit, or other action
necessary with respect to the Facilities; (c) make any contribution or advance any funds whatsoever
to the Authority or the Borrower; or (d) take any further action with respect to the Authority or its
membership therein.
Section 6. The City Clerk is hereby directed to forward a certified copy of this Resolution
to Counsel for the Obligations, addressed as follows:
Jessica I. Shaham, Esq.
Kutak Rock LLP
777 South Figueroa Street, Suite 4550
Los Angeles, California 90017
Section 7. This Resolution shall take effect from and after its adoption.
THE FOREGOING RESOLUTION IS PASSED, APPROVED, AND ADOPTED by the
City Council of the City of Anaheim this 1 3 day of July , 2021, by the following roll
call vote:
AYES: Mayor Sidhu and Council Members Faessel, Diaz,
Brandman, Moreno, Valencia, and O'Neil
NOES: None
ABSTAIN: None
ABSENT: None
I:1
CIT)VCLERK OF THE CITY OF ANAHEIM
142752
CLERK'S CERTIFICATE
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF ANAHEIM )
I, THERESA BASS, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the
original Resolution No. 2021-071 adopted at a regular meeting provided by law, of the Anaheim
City Council held on the 13th day of July, 2021 by the following vote of the members thereof:
AYES: Mayor Sidhu and Council Members Faessel, Diaz, Brandman, Moreno, Valencia
and O'Neil
NOES: None
ABSTAIN: None
ABSENT: None
IN WITNESS WHEREOF, I have hereunto set my hand this 14th day of July, 2021.
Kl� -.
C1 LERK OF THE CITY OF ANAHEIM
(SEAL)