HomeMy WebLinkAboutCity Council - 6046 RESOLUTION NO. 6046
A RESOLUTION OF THE CITY COUNCIL OF THE 'CITY OF
HUNTINGTON BEACH APPROVING (1) REMOVAL OF PUBLIC SAFETY
PROPERTY FROM 1986 LEASE AGREEMENT, (2) APPROVING LEASE OF
SUCH PROPERTY BACK FROM CITY OF HUNTINGTON BEACH CIVIC
IMPROVEMENT CORPORATION (3) APPROVING RELATED AGREEMENTS,
OFFICIAL STATEMENT AND SALE OF NOT TO EXCEED $16, 000,000
CERTIFICATES OF PARTICIPATION
WHEREAS, the City of Huntington Beach Civic Improvement
Corporation ' (the "Corporation") has been formed for the purpose of
assisting the City of Huntington Beach (the "City" ) in financing the
acquisition and construction of property which is of benefit to the
City; and
The Corporation has previously financed the acquisition of
land and certain civic center and public safety improvements from
the proceeds of the $20, 000, 000 aggregate principal amount of
Certificates of Participation (Civic Center Project) dated as of
July 15, 1986, and has leased such land and improvements to the City
pursuant to the Lease Agreement dated as of July 15, 1986 (the "1986
Lease") and
Pursuant to Section 5 . 11 of the 1986 Lease, the City wishes
to remove certain land and improvements used for police and public
safety purposes (the "Project") from the 1986 Lease pursuant to the
Agreement Regarding Removal of Property from 1986 Lease by and
between the Corporation and the City (the "Removal Agreement") , and
in consideration of the retention by the Corporation of title to the
Project, the Corporation proposes to pay to the City the amount of
$13 , 365, 000 which the City intends to apply to pay the costs of
various municipal improvements within the City; and
-1-
In order to provide funds sufficient to enable the
Corporation to make such payment to the City, the Corporation has
proposed to lease the Project back to the City under the Lease
Agreement dated as of August 1, 1989 , by and between the Corporation
as lessor and the City as lessee (the "Lease Agreement" ) and to
assign and transfer to a trustee bank (the "Trustee" ) certain of its
rights under the Lease Agreement to the Trustee pursuant to the
Lease Agreement dated as of August 1, 1989 , by and between the
Corporation as assignor and the Trustee as assignee, and in
consideration of such assignment and the execution of the Trust
Agreement dated as of August 1, 1989, by and among the City, the
Corporation and the Trustee, the Trustee has agreed to execute and
deliver Certificates of Participation (1989 Public Parking Project
Financing) in the aggregate principal amount of not to exceed
$16, 000, 000 (the "Certificates") , each evidencing a direct,
undivided fractional interest in the Lease Payments to be paid by
the City under the Lease Agreement; and
The firm of Stone & Youngberg (the "Underwriter") has
informed the City that it intends to present an offer to the City
and the Corporation to purchase the Certificates pursuant to a form
of Certificate Purchase Agreement to be entered into among the City,
the Corporation and the Underwriter (the "Purchase Agreement") , and
the Underwriter has prepared and presented to the City a form of
Official Statement describing the Certificates; and
WHEREAS, the City Council wishes at this time to authorize
all proceedings relating to such financing of the Project, the sale
of the Certificates to the Underwriter and the execution and
delivery of all agreements and documents relating thereto;
-2- 6046
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Huntington Beach as follows :
Section 1. Removal of Project from 1986 Lease; Approval of
Removal Agreement.
The City Council hereby approves the removal of the Project
from the 1986 Lease pursuant to and in accordance with the Removal
Agreement in substantially the form on file with the City Clerk
together with any immaterial changes therein or additions thereto
deemed advisable by the City Administrator and approved by the City
Attorney. The City Council hereby authorizes and directs the City
Administrator to execute, and the City Clerk to attest and affix the
seal of the City to, said form of the Removal Agreement for and in
the name of the City.
Section 2. Lease of Project From Corporation; Approval of
Lease Agreement.
The City Council hereby approves the lease purchase of the
Project by the City from the Corporation pursuant to and in
accordance with the terms and provisions of the Lease Agreement in
substantially the form on file with the City Clerk together with any
immaterial changes therein or additions thereto deemed advisable by
the City Administrator and approved by the City Attorney. The City
Council hereby authorizes and directs the City Administrator to
execute, and the City Clerk to attest and affix the seal of the City
to, said form of the Lease Agreement for and in the name of the
City. The schedule of Lease Payments set forth in Exhibit B to the
Lease Agreement shall conform to the schedule of principal and
interest payments represented by the Certificates, determined
pursuant to Section 4 hereof .
-3- 6046
Section 3. Trust Agreement.
The City Council hereby approves the Trust Agreement in
substantially the form on file with the City Clerk together with any
immaterial changes therein or additions thereto deemed advisable by
the City Administrator and approved by the City Attorney. The City
Council hereby authorizes and directs the City Administrator to
execute, and the City Clerk to attest and affix the seal of the City
to, said form of the Trust Agreement for and in the name of the City.
Section 4. Sale of Certificates:
The City Council hereby approves the sale of the Certificates
to the Underwriter pursuant to the Purchase Agreement in
substantially the form on file with the City Clerk, together with
any immaterial changes therein or additions thereto deemed advisable
by the City Administrator and approved by the City Attorney, whose
execution of said agreement shall be conclusive evidence of his
approval of any such changes or additions . The Certificates shall
be substantially as described in the form of Official Statement on
file with the City Clerk and hereinafter approved. The City
Administrator is hereby delegated the authority to execute said
Purchase Agreement for and in the name of the City and thereby
accept an offer from the Underwriter to purchase the Certificates,
which offer is acceptable to the City Administrator; provided,
however, that the Certificates shall be sold for not less than
ninety-eight percent (98%) of the par value thereof and provided
further that the rate of interest represented by the Certificates
shall not exceed eight percent (8%) per annum. The City
Administrator is hereby delegated to accept the offer of the
Underwriter to purchase the Certificates, provided that such offer
-4-
6046
is in form and substance acceptable to the City Administrator as
approved by the City Attorney and is within the limitations set
forth in this Resolution.
Section 5. Official Statement.
The City Council hereby approves the preliminary Official
Statement describing the Certificates, in substantially the form
submitted by the Underwriter and on file with the City Clerk,
together with any immaterial changes therein or additions thereto
deemed advisable by the City Administrator and approved by the City
Attorney. The City Council approves and authorizes the distribution
by the Underwriter of said Preliminary Official Statement to
prospective purchasers of the Certificates
Section 6. Engagement of Special Counsel.
In connection with the delivery of the Certificates and the
documents relating thereto, the City Council hereby authorizes the
engagement of Jones Hall Hill & White, A Professional Law
Corporation, to act as special legal counsel to the City upon the
terms and conditions set forth in the proposed form of agreement
between the City and such firm in the form on file with the City
Clerk. The City Administrator is hereby authorized and directed to
execute said agreement on behalf of the City after approval by the
City Attorney.
Section 7. Official Actions.
The Mayor, the City Administrator, the Chief of
Administrative Services, the City Clerk and all other officers of
the City are each authorized and directed in the name and on behalf
of the City to make any and all assignments, certificates,
requisitions, agreements, notices, consents, instruments of
-5-
6046
conveyance, warrants and other documents, which they or any of them
might deem necessary or appropriate in order to consummate any of
the transactions contemplated by the document approved pursuant to
this Resolution. Whenever in this resolution any officer of the
City is authorized to execute or attest any document or take any
action, such execution, attestation or action may be taken on behalf
of such officer by any person designated by such officer to act on
his or her behalf in the case such officer shall be absent or
unavailable and so long as approved by the City Attorney.
Section 8. Effective Date.
This Resolution shall take effect from and after the date of
its passage and adoption.
PASSED AND ADOPTED by the City Council of the City of
Huntington Beach at a regular meeting thereof held on the 1.7 h day of
July, 1989 .
Mayor
ATTEST: APPROVED AS TO FORM:
City Clerk Cit Attorney
C 6 -P7
REVIEWED AND APPROVED: JINTED AND ROVED:
"X k
t'
City Administrator Chief of Aditinistrati e
Services
-6-
6046
Res. No. 6046
STATE Of CALIFORNIA
COUNTY OF ORANGE ss:
CITY OF HUNTINGTON BEACH }
I. CONNIE BROCKWAY, the duly elected, qualified City
Clerk of the City of Huntington Beach, and ex-officio Clerk of the
City Council of said City, do hereby certify that the whole number of
members of the City Council of the City of Huntington Beach is seven;
that the foregoing resolution was passed and adopted by the affirmative
vote of at least a majority of all the members of said City Council
at a regular meeting thereof held on the 17th day
of July 19 89 , by the following vote:
AYES: Councilmembers:
MacAllister, Green, Bannister, Mays, Silva
NOES Councilmembers:
Winchell
ABSENT: Councilmembers:
Erskine
y Cler an ex-o ico r
of the City Council of the City
of Huntington Beach, California