HomeMy WebLinkAboutCity Council - 6456 RESOLUTION NO. 6456
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
HUNTINGTON BEACH APPROVING PROCEEDINGS TO REFINANCE
1986 AND 1989 CERTIFICATES OF PARTICIPATION, AUTHORIZING
EXECUTION OF RELATED FIRST AMENDED AND RESTATED LEASE
AGREEMENT AND TRUST AGREEMENT, APPROVING DELIVERY AND
SALE OF NOT TO EXCEED $40,000,000 PRINCIPAL AMOUNT OF
REFUNDING CERTIFICATES OF PARTICIPATION AND
APPROVING RELATED AGREEMENTS AND MATTERS
WHEREAS, the City of Huntington Beach Civic Improvement
Corporation (the "Corporation") and the City of Huntington
Beach (the "City") have previously entered into that certain
Lease Agreement dated as of July 15, 1986, by and between the
Corporation as lessor and the City as lessee (the 01986 Lease")
and the Corporation and the City have previously entered into
that certain Lease Agreement dated as of July 15, 1989 , by and
between the Corporation as lessor and the City as lessee (the
"1989 Lease") , for the purpose of leasing certain land and
improvements constituting a portion of the Huntington Beach
Civic Center (the "Project") ; and
The Corporation and the City have determined at this time
that as a result of favorable financial market conditions it is
in the best interests of the Corporation and the City to
refinance the 1986 Lease and the 1989 Lease (collectively, the
"Prior Leases") , and thereby refinance the $20, 000 ,000
aggregate principal amount of Certificates of Participation
(Civic Center Refinancing Project) dated as of July 15, 1986
relating to the 1986 Lease (the "1986 Certificates") , and the
$15, 025, 000 aggregate principal amount of Certificates of
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Participation (1989 Public Parking Project Financing) dated as
of July 15, 1989 relating to the 1989 Lease (the "1989
Certificates") , and to that end the Corporation and the City
wish to amend and restate the Prior Leases in full pursuant to
the First Amended and Restated Lease Agreement dated as of
January 1, 1993, by and between the Corporation as lessor and
the City as lessee (the "Lease Agreement") ; and
In order to provide funds sufficient to enable the
Corporation to perform its obligations under the Lease
Agreement, the Corporation proposes to assign and transfer to
Bank of America National Trust and Savings Association as
trustee (the "Trustee") , certain of its nights under the Lease
Agreement pursuant to the Assignment Agreement dated as of
January 1, 1993, and in consideration of such assignment and
the execution of the Trust Agreement dated as of January 1,
1993, by and among the City, the Corporation and the Trustee,
the Trustee has agreed to execute and deliver 1993 Refunding
Certificates of Participation (Civic Center Refinancing
Project) in the maximum principal amount of $40,000, 000, each
evidencing a direct, undivided fractional interest in the Lease
Payments to be paid by the City under the Lease Agreement (the
"Certificates") ; and
The firm of Stone & Youngberg (the "Underwriter") has
assisted the City and the Corporation in structuring the
proposed financing as herein described and has informed the
City and the Corporation that it intends to submit an offer to
purchase the Certificates, and the Underwriter has presented to
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the City a form of agreement for the purchase of the
Certificates (the "Purchase Agreement") ; and
The City Council wishes at this time to authorize all
proceedings relating to the refinancing of the Project and the
execution and delivery of all agreements and documents relating
thereto;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Huntington Beach as follows:
Section 1. Approval of Lease Agreement.
The City Council hereby approves the amendment and
restatement of the Prior Leases in full pursuant to 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 Mayor and 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 lease of the Project shall be upon the terms and
conditions set forth in the Lease Agreement.
Section 2. Approval of 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
Mayor and the City Administrator to execute, and the City Clerk
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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 3. Sale of Certificates.
The City Council hereby approves the sale of the
Certificates by negotiation with the Underwriter, pursuant to
the Purchase Agreement by and between the City and the
Underwriter in substantially the form on file with the City
Clerk together with any immaterial changes therein or additions
thereto approved by the Deputy City Administrator/Chief of
Administrative Services and approved by the City Attorney. The
Purchase Agreement shall be executed in the name and on behalf
of the City by the Deputy City Administrator/Chief of
Administrative Services, who is hereby authorized and directed
to execute and deliver said form of Purchase Agreement on
behalf of the City upon submission of a proposal by the
Underwriter to acquire the Certificates; provided, however,
that such proposal is acceptable to the Deputy City
Administrator/Chief of Administrative Services and is
consistent with the requirements of this Resolution, including
the requirements of Section 5 hereof . The amount of
Underwriter ' s discount shall be not more than one and one-half
percent (1-1/2%) of the par amount thereof and the weighted
average rate of interest to be represented by the Certificates
(taking into account any original issue discount on the sale
thereof) shall not exceed seven percent (7%) per annum. In the
event that the Certificates shall not have been sold to the
Underwriter within sixty (60) days following the date of
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adoption of this Resolution, the approvals and authorizations
given pursuant hereto shall terminate and be of no further
force and effect.
Section 4 . official Statement.
The City Council hereby approves the preparation of, and
hereby authorizes the Mayor to deem final within the meaning of
Rule 15c2-12 of the Securities Exchange Act of 1934 except for
permitted omissions, a preliminary form of Official Statement
describing the Certificates . Distribution of such preliminary
Official Statement by the Underwriter is hereby approved. The
City Administrator is hereby authorized and directed to approve
any immaterial changes therein or additions thereto deemed
advisable by the City Administrator and approved by the City
Attorney and to execute the final form of the Official
Statement in the name and on behalf of the City. The City
Council hereby authorizes the distribution of the final
Official Statement by the Underwriter .
Section 5. Minimum Required Level of Savings.
The City Council hereby determines that the minimum level
of net present value savings for each of the 1986 Certificates
and the 1989 Certificates shall be three percent (3%) of the
aggregate outstanding principal amount of the 1986 Certificates
or the 1989 Certificates, as the case may be; and the
Certificates shall not be sold to the Underwriter unless such
minimum level of net present value savings can be achieved for
each of the particular issue or issues to be refunded. In the
event that such minimum level of net present value savings is
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realized with respect to the 1986 Certificates but not the 1989
Certificates, the Lease Agreement and the Trust Agreement which
are described in Sections 1 and 2 shall be the respective forms
of such agreements on file with the City Clerk and identified
as "Financing Alternative No . 2" .
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 so long as approved by the City Attorney.
Section 7. official Actions.
The Mayor, the City Administrator, the Deputy City
Administrator/Chief of Administrative Services, the City Clerk
and any and all other officers of the City are hereby
authorized and directed, for and in the name and on behalf of
the City, to do any and all things and take any and all
actions, including execution and delivery of any and all
assignments, certificates, requisitions, agreements, notices,
consents, instruments of conveyance, warrants and other
documents, including but not limited to an escrow deposit and
trust agreement relating to the refunding of the City' s
obligations under the Prior Leases and the corresponding
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refinancing of the 1986 Certificates and the 1989 Certificates,
which they, or any of them, may deem necessary or advisable in
order to consummate any of the transactions contemplated by the
documents approved pursuant to this Resolution so long as the
same are approved as to form 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 21st
day of December, 1992 .
Mayor
ATTEST: APPROVED AS TO FORM:
City Clerk 4.1 ',n- City Attorn y �
REVIEWED AND APPROVED: INITI ? D:
City Administrator pu y Cit Ad inistrat /
Chief of A ministrativ
Services
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STATE OF CALIFORNIA Res, No. 6456
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 21st day
Of pece1ber 19_22__, by the following vote:
AYES: Councilmembers:
Rabitaille, Moulton-Patterson, Wlnchell, Silva, Sullivan, Leipzig
NOES: Councilmembers:
None
ABSENT: Councilmembers:
(seat vac=) - - ,—
City ClerFand ex-o isClerk
of the City Council of the City
of Huntington Beach, California