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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)