Loading...
ARA1992-0311 !L,, ,~1 21tt l\~ :l'.,'l':slc ()1/25/92 J9363 02:01/92 RESOLUTION NO. ARA92-3 A RESOLUTION OF THE ANAHEIM REDEVELOPMENT AGENCY AUTHORIZING THE BORROWING OF FUNDS FROM THE ANAHEIM PUBLIC FINANCING AUTHORITY IN THE AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $150,000,000 RELATING TO REDEVEI ~OPMENT PROJECT AI.PHA, AUTHORIZING AND DIRECTING EXECUTION OF REI~TED LOAN AGP,.EEM]~, APPROVING SAI.E OF BONDS BY AUTHORITY AND AUTHORIZING OFFICIAL ACTIONS WHEREAS, the City of Anaheim (the "City") and the Anaheim Redevelopment Agency (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreement establishing the Anaheim Public Financing Authority (the "Authority") for the purpose, among others, of issuing its bonds to be used to provide financial assistance to the Agency; and WHEREAS, the Agency is undertaking to assist the redevelopment of Redevelopment Project Alpha in the City (the "Redevelopment Project"), and for such purpose the Agency has previously issued its Redevelopment Project Alpha Tax Allocation Refunding Bonds, Series D in the aggregate initial principal amount of $64,000,000, and its Redevelopment Project Alpha Tax Allocation Refunding Bonds (Subordinate Lien), Series 1986 A, in the aggregate initial principal amount of $49,380,000, and has entered into a Loan Agreement with the Local Government Finance Authority and The Bank of New York pursuant to which a loan was made to the Agency in the aggregate initial principal amount of $92,499,714.38 (collectively, the "Prior Obligations"); and WHEREAS, the Agency has determined that due to prevailing financial market conditions it is in the best interests of the Agency to realize interest rate savings by refunding a portion of the Prior Obligations, and the Agency has requested the Authority to lend it funds in an amount sufficient for such purpose and also to provide additional financing for the Redevelopment Project; and WHEREAS, for the purpose of raising funds necessary to provide such financial assistance to the the Agency, the Authority proposes to authorize the issuance of its revenue bonds (the "Bonds") under the provisions of Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title i of the Government Code of the State of California (the "Act"), designated as the Anaheim Public Financing Authority 1992 Tax Allocation Revenue Bonds (Redevelopment Project Alpha); and WHEREAS, the proceeds of the Bonds will be applied to make a loan (the "Loan") to the Agency pursuant to a Loan Agreement dated as of February 1, 1992 (the "Loan Agreement"); and WHEREAS, the firms of Stone & Youngberg and Merrill Lynch & Co. (collectively, the "Underwriters") have proposed to purchase and underwrite the Bonds and have presented to the Agency a form of Purchase Agreement for the Bonds, to be entered into among the Authority, the Agency and the Underwriters (the "Purchase Agreement") and have presented the Agency with a proposed form of Official Statement describing the Bonds, to be used in connection with the marketing of the Bonds by the Underwriters; and WHEREAS, the Agency has duly considered such transactions and wishes at this time to approve said transactions in the public interests of the Agency, NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the Anaheim Redevelopment Agency as follows: Section 1. Findings and Determinations. Pursuant to the Act, the Agency hereby finds and determines that the issuance of the Bonds will result in savings in effective interest rates, bond underwriting costs and bond issuance costs and thereby result in significant public benefits to its members within the contemplation of Section 6586 of the Act. Section 2. Approval of Loan from Authority;, Loan Agreexnent. The Agency hereby authorizes and approves the borrowing by the Agency from the Authority of the proceeds · of the Bonds pursuant to and in accordance with the provisions of the Loan Agreement. The aggregate principal amount of the Loan shall not exceed $150,000,000, and the final maturity of the Loan and the Bonds shall be in calendar year 2018. The Agency hereby approves the Loan Agreement in substantially the form on file with the Secretary, together w/th such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate, the execution of which by the Executive Director shah be conclusive evidence of the approval of any such additions and changes. The Executive Director is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and afrnx the seal of the Agency to, the final form of the Loan A~o~eement for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the Loan A~eement, Section 3. Sale of Bonds. The Agency hereby approves the sale of the Bonds by the Authority by negotiation with the Underwriters, pursuant to the Purchase Agreement in substantially the form on file with the Secretary, together with such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate, the execution of which by the Executive Director shall be conclusive evidence of the approval of such additions and changes. The Executive Director is hereby authorized and directed to execute the final form of the Purchase A~eement for and in the name and on behalf of the Agency upon the submission of an offer by the Underwriters to purchase the Bonds, which offer is acceptable to the Executive Director and consistent with the requirements of this Resolution. The amount of Underwriters' discount for the Bonds shall be not more than one percent (1%) of the par amount thereof (without regard to any original issue discount) and the net effective rate of interest on the Bonds (taking into account any original issue discount on the sale thereof) shall not exceed seven percent (7%) per annum. Section 4. Official Statement. The Agency hereby approves the preparation of, and hereby authorizes the Executive Director to deem final within the meaning of Rule 15c2- 12 of the Securities Exchange Act of 1934 except for permitted omissions, a preliminaw form of Official Statement describing the Bonds. Distribution of such preliminary Official Statement by the Underwriters is hereby approved. The Executive Director is hereby authorized to execute the final form of the Official Statement, including az it may be modified by such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate, and the execution of the final Official Statement by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Agency hereby authorizes the distribution of the final Official Statement by the Underwriters. The final Official Statement shall be executed in the name and on behalf of the Agency by the Executive Director,. -2- ~ctlon 5. Official Actions. The Chairman, the Executive Director, ~he Treasurer, the Secretary and any and ali other officers of the Agency are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions, including execution and delivery of any and ali assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds and the making of the Loan and the refunding of a portion of the Prior Obligations as described herein. Section 6. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. The FOREGOING RESOLUTION was approved and adopted by the Anaheim Redevelopment Agency this 11ch day of February, 1992, by the following vote: AHEIM Attest: SECRETARY OF THE ANAHEIM REDEVELOPMENT AGENCY -3- STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF ANAHEIM ) I, LEONORA N. SOHL, Secretary of the Anaheim Redevelopment Agency, do hereby certify that the foregoing Resolution No. ARA92-3 was passed and adopted at a regular meeting of the Anaheim Redevelopment Agency held on the llth day of February, 1992, by the following vote of the members thereof: AYES: AGENCY MEMBERS: Simpson, Ehrle, Pickler, Daly and Hunter NOES: AGENCY MEMBERS: None ABSENT: AGENCY MEMBERS: None AND I FURTHER CERTIFY that the Chairman of the Anaheim Redevelopment Agency signed said Resolution No. ARA92-3 on the 12th day of February, 1992. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 12th day of February, 1992. SECRETARY OF THE ANAHEIM REDEVELOPMENT AGENCY (SEAL)