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1991-22 I RESOLUTION NO. 91-22 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE ENTITLED "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE PROVIDING FOR FINAL APPROVAL OF LEASE AGREE- MENTS IN CONNECTION WITH THE ISSUANCE BY THE GRAND TERRACE PUBLIC FINANCING AUTHORITY OF NOT TO EXCEED $3,500,000 PRINCIPAL AMOUNT.OF 1991 LEASE-PURCHASE REVENUE BONDS, SERIES A, AND PROVIDING OTHER MATTERS PROPERLY RELATING THERETO" WHEREAS, the City of Grand Terrace (the "City") and the Redevelopment Agency of the City of Grand Terrace (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreement, dated December 13, 1990, establishing the Grand Terrace Public Financing i Authority (the "Authority") for the purpose of issuing its bonds to finance the acquisition of bonds, notes and other obligations of, or for the purpose of making loans to public entities, including the City and the Agency, and to provide financing for public capital improvements of public entities, including the City and the Agency; WHEREAS, the Authority proposes at this time to issue its Grand Terrace Public Financing Authority 1991 Lease-Purchase Revenue Bonds, Series A, in an aggregate principal amount of not to exceed $3,500,000 (the "Bonds") for the purpose of providing financing for a City Child Care Center and the Grand Terrace Road Park-Site Improvement, more particularly described in the hereinafter defined Lease Agreements (the "Projects") for lease to the City in accordance with the terms of the Lease Agreements; WHEREAS, the City Council has heretofore approved the lease agreement for the Child Care Center, namely the lease agreement dated as of June 1, 1991, entitled "Lease Agreement (Child Care Center)", by Ordinance No. 130, adopted June 27, 1991; WHEREAS, the City has heretofore approved the lease agreement for the Grand Terrace Road Park-Site Improvement Project, namely the lease agreement dated as of June 1, 1991, entitled "Lease Agreement (Grand Terrace Road Park-Site Improvement project), by Ordinance No. 130, adopted June 27, 1991: WHEREAS, the Lease Agreement(Child Care Center Project), the Lease Agreement and the Lease Agreement (Grand Terrace Road Park-Site Improvement Project) are herein defined and referred to together as the "Lease Agreements"; WHEREAS, the financing of the Projects with the proceeds of the Bonds will provide significant public benefits to the City within the meaning of the Marks-Roos Local Bond Pooling Act of 1985, being the law pursuant to which the Authority will issue the Bonds, in that the combination of the financing of the Projects into one issue of bonds will provide demonstrable savings in the cost of such financing to the City; and WHEREAS, the City Council desires to confirm its prior approval of the Lease Agreements and for such purpose has, with the aid of its staff, reviewed the Lease Agreements; NOW, THEREFORE, IT IS HEREBY ORDERED, as follows: 1. The City Council hereby confirms its approval of the Lease Agreements. 2. The Lease Agreements shall be executed and delivered as further provided in the respective Ordinances described above. 3. Issuance of the Bonds by the Authority, together with the description of the City contained in the Official Statement relating thereto, is hereby approved and the Mayor, the City Manager, the City Clerk, the City Attorney and other proper officials of the City are hereby authorized and directed to take such actions and to execute such documents as shall be necessary or convenient to complete the execution and delivery of the Lease Agreements and the issuance, sale and 2 delivery of the Bonds to the purchasers thereof. 4. This Resolution shall be effective immediately upon adoption. APPROVED, PASSED AND ADOPTED this 16th day of July, 1991. CITY OF GRAND TERRACE By: BYRI MATTES N, MA OR ATTEST: BRENDA`STANFILL, CI CLERK APPROVED AS TO FORM: OHN R. HARP R,ICITY ATTORNEY 3 ram` J STATE OF CALIFORNIA COUNTY OF SANBERNARDINO CITY OF GRAND TERRACE I , BRENDA STANFILL, CITY CLERK of the CITY OF GRAND TERRACE, CALIFORNIA, DO HEREBY CERTIFY that the foregoing resolution , being resolution No . 91-22 WAS DULY PASSED, APPROVED AND ADOPTED BY THE City Council , approved and signed by the Mayor , and attested by the City Clerk, all at the said regular meeting of said City Council held on the 16th day of July, 1991, and that the same was passed and adopted by the following vote : AYES : Councilmen Matteson , Grant , Carlstrom, Christianson, and Hilkey NOES : None ABSENT :None ABSTAIN : None i" EXECUTED this 16th day of July, 1991, at GRAND TERRACE, California . �22 A BRENDA S A FIL , CI NY CLERK CITY OF GRAND TERRACE STATE OF CALIFORNIA RESOLUTION NO. 91-23 A RESOLUTION OF THE GRAND TERRACE PUBLIC FINANCING AUTHORITY A ENTITLED "A RESOLUTION OF THE GRAND TERRACE PUBLIC FINANCING AUTHORITY AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $3 ,500,000 PRINCIPAL AMOUNT OF 1991 LEASE-PURCHASE REVENUE BONDS, SERIES A, AUTHORIZING AND DIRECTING EXECUTION OF AN INDENTURE OF TRUST AND LEASE AGREEMENTS, AUTHORIZING THE SALE OF BONDS, APPROVING OFFICIAL STATEMENT AND PROVIDING OTHER MATTERS PROPERLY RELATING THERETO". WHEREAS, the City of Grand Terrace (the "City"), and the Redevelopment Agency of the City of Grand Terrace (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreement, dated December 13, 1990, establishing the Grand Terrace Public Financing Authority (the "Authority") for the purpose of issuing its bonds to finance the acquisition of bonds, notes and other obligations of, or'for the purpose of making loans to public entities, including the City and the Agency, and to provide financing for public capital improvements of public entities, including the City and the Agency; WHEREAS, the Authority proposes at this time to issue its Grand Terrace Public Financing Authority 1991 Lease-Purchase Revenue Bondsr Series A, in an aggregate principal amount of not to exceed $3,500,000 (the "Bonds") for the purpose of providing financing for the acquisition, construction and equipping a Child Care Center and the Grand Terrace Road Park Site Improvement Projects, more particularly described in the hereinafter defined.Lease Agreements (the "Projects") for lease to the City in accordance with the terms of the Lease Agreements. WHEREAS, the City Council has heretofore approved the lease agreement for the Child Care Center, namely the lease agreement dated as of June 1, 1991, entitled "Lease Agreement (Child Care Center)", by Ordinance No: 130, adopted June 27, 1991; WHEREAS, the City has heretofore approved the lease agreement for the Grand Terrace Road Park-Site Improvement Project, namely the lease agreement dated as of June 1, 1991, entitled "Lease Agreement (Grand Terrace Road Park-Site Improvements Project), by Ordinance No. 130, adopted June 27, 1991; WHEREAS, the Lease Agreement (Child Care Center Project) and the Lease Agreement (Grand Terrace Road Park-Site Improvements Project) are herein defined and referred to together as the "Lease Agreements"; WHEREAS, the Bonds are to be issued pursuant to the Marks-Roos Local Bond Pooling Act of 1985 (the "Act'), constituting Article 4 (commencing with section 6584) of Chapter 5 of Division 7 of Title 1 of the California Government code, and pursuant to an Indenture of Trust . dated as of June 1, 1991 (the "Indenture"), by and between the Authority and Bank of America National Trust and Savings Association, as Trustee (the "Trustee"); WHEREAS, Chilton & O'Connor, Inc. (the "Underwriter") intends to submit an offer to purchase the Bonds in form on file with the Secretary (the "Purchase Contract") and in connection with the offering thereof, the Underwriter has caused to be prepared an Official Statement describing the Bonds, the preliminary form of which is on file with the Secretary; and WHEREAS, this Board has duly considered such transactions, including, without limitation, the Indenture, the Lease Agreements, the Purchase Contract and the Official Statement and wishes at this time to approve said transactions in the public interests of the Authority and the City; 2 NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the Board of Directors of the Grand Terrace Public Financing Authority as follows: Section 1. Issuance of Bonds; Approval of Indenture. The Board hereby authorizes the issuance of the Bonds under and pursuant to the Act and the Indenture in the aggregate principal amount of not to exceed $3,500,000 for the purposes hereinbefore-described. The Board hereby approves the Indenture in substantially the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Chairman or an authorized representative of the Chairman, upon consultation with bond counsel, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. The Chairman is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Authority to the final form of the Indenture for and in the name and on behalf of the Authority. The Board hereby authorizes the delivery and performance of the Indenture. Section 2. Approval of Lease Agreements. The Board hereby approves the lease of the Projects to the City pursuant to and in accordance with the Lease Agreements in substantially the form on file with the secretary together with any additions thereto or changes therein deemed necessary or advisable by the Chairman or an authorized representative of the Chairman, upon consultation with bond counsel, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. The Chairman is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Authority to the final form of the Lease Agreements for and in the name and on behalf of the Authority. Section 3. Approval of Purchase Contract. The Board hereby approves the sale of the Bonds by negotiation with the Underwriter, pursuant to the Purchase Contract by and between the Authority and the Underwriter, in substantially the form on file with the Secretary together 3 with any changes therein or additions thereto approved by the Chairman or an authorized representative of the Chairman, upon consultation with bond counsel, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. The Purchase Contract shall be executed in the name and on behalf of the Authority by the Chairman, who is hereby authorized and directed to execute and deliver said form of Purchase Contract on behalf of the Authority upon submission of a proposal by the Underwriter to acquire the Bonds, which proposal is acceptable to the Chairman and subject to the following conditions, namely, the purchase price received by the Authority for the Bonds shall be not less than ninety seven and one-half percent (97.5%) of the par amount thereof, exclusive of original issue discount, and the average annual stated interest rate to be borne by the Bonds shall not exceed eight percent (8%) per annum. Section 4. Approval of Official Statement. The Board hereby approves the preliminary Official Statement describing the Bonds, in substantially the form submitted by the Underwriter and on file with the Secretary. Distribution of the preliminary Official Statement by the Underwriter is hereby approved, and, prior to the distribution of the preliminary Official Statement, the Chairman is authorized and directed, on behalf of the Authority, to deem the preliminary Official Statement "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule"). The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Chairman, upon consultation with bond counsel, and such information permitted to be excluded from the Preliminary Official Statement pursuant to the Rule, is hereby approved for deliver to the purchasers of the Bonds, and the Chairman is authorized and directed to execute the final Official Statement for and on behalf of the Authority and to deliver to the Underwriter a certificate with respect to the information set forth therein. 4 Section 5. Official Action. The Chairman, the Vice-Chairman, the Treasurer, the Secretary, the Counsel to the Authority and any and all other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and take any and all actions), including execution and delivery of any and all assignments, certificates, requisitions, agreements, including, without limitation, an agreement or agreements for investment of the proceeds of the Bonds and an agreement appointing the City as an agent of the Authority for all purposes of acquisition, construction and equipping of the Projects, 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, sale and delivery of the Bonds, the payment of issuance costs incurred with respect to the Bonds and the acquisition, construction and equipping of the Projects. 5 Section 6. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. PASSED AND ADOPTED this 16th day of July, 1991, by the following vote: AYES: Councilmen Matteson, Grant , Carlstrom, Christianson, Hilkey NOES: None ABSENT: None GRAND TERRACE PUBLIC FINANCING AUTHORITY By: BY MATTESON, MAYOR Attest: BRENDA-STANFILL, C Y CLERK APPROVED AS TO FORM: JOHN R. HAIIPE4 qTY ATTORNEY 6 rl~_ ! STATE OF CALIFORNIA COUNTY OF SANBERNARDINO CITY OF GRAND TERRACE I , BRENDA STANFILL, CITY CLERK of the CITY OF GRAND TERRACE, CALIFORNIA, DO HEREBY CERTIFY that the foregoing resolution , being resolution No . 91-23 WAS DULY PASSED, APPROVED AND ADOPTED BY THE City Council , approved and signed by the Mayor , and attested by the City Clerk, all at the said regular meeting of said City Council held on the 16th day of July, 1991, and that the same was passed and adopted by the following vote : AYES : Councilmen Matteson, Grant , Carlstrom, Christianson and Hilkey NOES : None ABSENT : None ABSTAIN : None EXECUTED this 16th day of July, 1991, at GRAND TERRACE, California . C B NDA STANFILL , CITV CLERK CITY OF GRAND TERRACE STATE OF CALIFORNIA