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92-207 11009-68 JHHW:BDQ:rhc 09/14/92 CITY OF ANAHEIM. CALIFORNIA RESOLUTION NO. 92R.201 RESOLUTION APPROVING THE EXECUTION AND DELIVERY OF AN APPROXIMATELY $130,000,000 LEASE AGREEMENT FOR THE PURPOSE OF REFINANCING CERTAIN CAPITAL IMPROVEMENTS RESOLVED, by the City of Anaheim (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 execute and deliver an approximately $130,000,000 lease agreement, by and between the Corporation and the City (the "Lease Agreement"), and proposes to cause the execution and delivery of certificates of participation in the approximate principal amount of $130,000,000 representing direct, undivided fractional interests in lease payments to be made by the City under the Lease Agreement (the "Certificates"); WHEREAS, the proceeds of the Certificates will be used, in part, to: (a) refinance construction of the Anaheim Stadium, located at 2000 South Gene Autry Way, Anaheim (the -"Stadium"), by providing for the defeasance of the City of Anaheim (California) Stadium, Inc. Lease Rental Bonds, 1978 Refunding Series, issued in the principal amount of $11,785,000, of which $6,115,000 aggregate principal amount is currently outstanding (the "1978 Stadium Bonds"), (b) refinance conslxuction of the enclosure and expansion of the Stadium by providing for the defeasance of the City of Anaheim (California) Stadium, Inc. Lease Rental Bonds, 1979 Series A, issued in the principal amount of $33,000,000, of which $30,190,000 aggregate principal amount is currently outstanding (the "1979 Stadium Bonds"), (c) refinance the acquisition of land for the expansion of the Anaheim Convention Center, located at 800 West Katella Avenue, Anaheim (the "Convention Center"), by providing for the defeasance of the Community Center Authority Revenue Bonds, Series C, issued in the principal amount of $10,000,000, of which $8,435,000 aggregate principal amount is currently outstanding, (d) refmance the construction of improvements to the Convention Center, known as Betterment 1I, and refinance the construction of the Mechanical Maintenance Facility, located at 955 South Melrose, Anaheim (the "Maintenance Facility"), by providing for an advance deposit of lease payments due by the City to the Community Center Authority ("CCA") under a lease agreement, dated as of May 1, 1986, by and between CCA and the City and providing for the defeasance of certain certificates of participation executed and delivered by First Interstate Bank of California, as trustee, under a trust agreement, dated as of May 1, 1986, by and among the City, CCA and such austee, in the principal amount of $31,200,000, of which $28,940,000 aggregate principal amount is currently outstanding, (e) ref'mance the construction of certain parking facilities located adjacent to the Convention Center (the "Parking Facilities") by providing for an advance deposit of lease payments due by the City to the Corporation under a sublease agreement, dated as of October 1, 1989, by and between the Corporation and the City and providing for the defeasance of certain certificates of participation executed and delivered by Bank of America National Trust and Savings Association, as trustee, under a trust agreement, dated as of October 1, 1989, by and among the City, the Corporation and such trustee, in the principal amount of $39,295,000, of which $37,890,000 aggregate principal amount is currently outstanding and (f) refinance the consauction of various public improvements within the City's Commercial/Recreation area, generally bounded by Ball Road on the North, the Santa Ana Freeway on the East, Walnut Street on the West and Orangewood Avenue on the South (the "Public Improvements"), 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 n-ustee, under a trust agreement, dated as of November 1, 1989, by and among the City, the Corporation and such la'ustee, in the principal amount of $8,250,000, of which $8,075,000 aggregate principal amount is currently outstanding; WHEREAS, the Stadium is owned by the City. The principal users of the Stadium are the Golden West Baseball Co. and the Los Angeles Rams Football Company; WHEREAS, the Convention Center, the Parking Facilities and the Public Improvements are owned and used solely for City purposes; WHEREAS, section 147(f) of the Internal Revenue Code of 1986 (the "Code"), requires the City Council, as the duly elected representative of the City, to approve the execution and delivery of the proposed Lease Agreement and Certificates after a public hearing following reasonable notice; WHEREAS, the City Council has, on the date hereof, held a public hearing following duly published notice thereof, and all persons desiring to be heard have been heard; WHEREAS, this resolution constitutes action giving approval for the execution and delivery of the proposed Lease Agreement and Certificates; and WHEREAS, it is in the public interest and for the public benefit that the City Council approve the execution and delivery of the proposed Lease Agreement and Certificates; NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: Section 1. The execution and delivery of the proposed Lease Agreement and Certificates in the maximum aggregate face amount of $130,000,000 is hereby approved. Section 2. The proceeds of the Certificates shall be applied for the purposes set forth above. Section 3. 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 29th day of September, 1992, by ~he following vote: Attest: -3- STATE OF CALIFORNIA ) ORANGE CITY ) CITY OF ANAHEIM ) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing Resolution No. 92R-_29_7._ was introduced and adopted at a regular meeting provided by law of the City Council of the City of Anaheim held on the 29th day of September, 1992, by the following vote of the members thereof.' AYES: COUNCIL MEMBERS: Simpson, Ehrle, Pickler, Daly 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. 92R- 207 on the 301;h day of Septerabor , 1992. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Anaheim this 30th day of September , 1992. (SEAL) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 92R- 2o7 duly passed and adopted by the Anaheim City Council on September 29, 1992.