HomeMy WebLinkAboutPublic Financing Authority - 11 RESOLUTION NO. 11
RESOLUTION OF THE HUNTINGTON BEACH PUBLIC
FINANCING AUTHORITY AUTHORIZING THE ISSUANCE,
SALE AND DELIVERY OF NOT TO EXCEED $8,200,000
PRINCIPAL AMOUNT OF LEASE REVENUE BONDS, 1997
SERIES A(PUBLIC FACILITIES PROJECT), APPROVING
DISTRIBUTION OF THE PRELIMINARY OFFICIAL
STATEMENT RELATING THERETO, AUTHORIZING AND
APPROVING CERTAIN DOCUMENTS IN CONNECTION
WITH THE ISSUANCE, SALE AND DELIVERY OF SAID
BONDS, AND PROVIDING OTHER MATTERS.PROPERLY
RELATING THERETO
WHEREAS, the Huntington Beach Public Financing Authority (the "Authority") is a
joint exercise of powers agency duly organized and existing under and pursuant to that certain
Joint Exercise of Powers Agreement, dated April 26, 1988, as amended on May 16, 1988, by and
between the City of Huntington Beach, California(the "City") and the Redevelopment Agency of
the City of Huntington Beach(the "Agency"), and under the provisions of Articles 1 through 4
(commencing with Section 6500) of Chapter 5, Division 7, Title 1 of the California Government
Code (the "Act") was created for the purpose of issuing debt to finance public improvements,and
other capital projects for the City and the Agency; and
The Authority finds and determines to authorize the issuance of its Lease Revenue Bonds,
1997 Series A (Public Facilities Project) (the 'Bonds"),pursuant to Article 4 of the Act(the
"Bond Law") and to an Indenture of Trust dated as of May 1, 1997 (the "Indenture")to be
entered into by and between the Authority First Trust of California,National Association, a
national banking association organized and existing under the laws of the United States, as
trustee (the "Trustee"), in the aggregate principal amount of not to exceed $8,200,000, for the
purpose of financing a portion of the equipping and installation of an 800 MHz public safety
telecommunications system and a portion of improving certain City-owned pier and recreational
facilities (the Project); and
The City owns and operates a central public library and cultural center facility, located at
7111 Talbert Avenue in the City, and the real property and improvements thereof(the
"Facilities"); and
In conjunction with the issuance of the Bonds and for the purpose of financing the
Project, the Authority finds and determines that it is necessary to lease the Facilities from the
City pursuant to a Base Lease Agreement dated as of May 1, 1997 (the 'Base Lease"), and then
to lease the Facilities back to the City pursuant to a Lease Agreement dated as of May 1, 1997
(the "Lease"); and
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The Authority finds and determines to assign to the Trustee, pursuant to an Assignment
Agreement dated as of May 1, 1997 (the "Assignment Agreement"),the Authority's rights to
receive lease payments under the Lease, pursuant to the terms of the Indenture; and
Rod Gunn Associates, Inc. (the "Financing Consultant")has prepared and presented to
the Authority a preliminary Official Statement(the "Preliminary Official Statement") containing
information regarding the Bonds;
NOW THEREFORE, BE IT RESOLVED by the Board of Directors of the Huntington
Beach Public Financing Authority, as follows:
Section 1. Recitals. The foregoing recitals are true and correct and this Authority
so finds and determines.
Section 2. Issuance of Bonds. The Authority hereby authorizes the issuance of the
Bonds. The Bonds shall be issued pursuant to the Bond Law and the provisions of the
Indenture as approved and authorized under Section 3 herein, and are secured by Revenues,
including Lease Payments payable under the Lease (as such terms are defined in the Indenture)
as provided in the Indenture.
Section 3. Approval and Authorization of Agreements. The proposed forms of the
below-enumerated agreements (collectively, the "Documents"), on file with the Secretary of
the Authority are hereby approved:
(a) the Indenture;
(b) the Base Lease;
(c) the Lease;
(d) the Assignment Agreement; and
(e) a Continuing Disclosure Agreement, dated as of May 1. 1997, y and
between the Cif and the Dissemination Agent as such term is defined in the Continuing
Disclosure Agreement).
Either the Chairman, Executive Director or the Deputy Executive Director(or the written
designee of any of them) of the Authority is hereby authorized and directed, for and in the name
and on behalf of the Authority,to execute and deliver each of the Documents and to make or
approve such changes therein or additions thereto as shall be necessary or appropriate to
complete them, including, but not limited to,provisions with respect to interest rates, maturities
and amortization and the purchase price of the Bonds;provided however, that the aggregate
principal amount of the Bonds shall not exceed$8,200,000,that the annual interest rate payable
on the Bonds shall not exceed 7 %, and that the purchase price for the Bonds shall not be less
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than 98% of the par amount of the Bonds, excluding any original issue discount. The approval of
any additions or changes in such forms shall be conclusively evidenced by such execution and
delivery of the Documents.
Section 1. Approval of the Preliminary Official Statement, Final Official Statement.
The Preliminary Official Statement relating to the Bonds, together with such amendments and
supplements as shall be necessary or convenient to accurately describe the Bonds in
accordance with the Documents, this Resolution and the other related proceedings and
documents, is hereby approved, and the distribution to such broker-dealers, banking
institutions and other persons as may be interested in purchasing the Bonds is hereby ratified.
The Authority hereby deems the Preliminary Official Statement "near final" pursuant to
Rule 15c2-12 under the Securities Exchange Act of 1934. The form of final Official
Statement, together with such amendments and supplements as shall be necessary or
convenient to accurately describe the Bonds in accordance with the Documents, this Resolution
and the other related proceedings and documents, is hereby approved for distribution to the
purchasers of the Bonds. The Chairman, Executive Director or Deputy Executive Director (or
the written designees of any of them) are hereby authorized and directed to approve any
changes in or additions to the final form of such Official Statement as any such official (or any
such designee) shall deem advisable to cause the final Official Statement to describe accurately
the Bonds and matters contained in the Indenture, the Base Lease, the Lease, the Assignment
Agreement and the related proceedings and actions, and to execute (or cause to be so executed
by any such designee) said final Official Statement for and in the name and on behalf of the
Authority.
Section 2. Publication of Notice of Intention to Sell. The Notice of Intention to
Sell, in substantially the form presented to and reviewed by the Authority, a copy of which is
on file with the Secretary of the Authority, with such changes therein as shall be approved by
the Executive Director or Deputy Executive Director executing such notice, is hereby
approved. The Executive Director or Deputy Executive Director or their designees, are
hereby authorized to cause said Notice to be published once in a financial publication
circulated throughout the State of California, namely the Bond Buyer, at least fifteen (15) days
prior to the day fixed for the receipt for bids.
Section 3. Sale Authorized and Award of Bid. The offering for sale of a principal
amount of not to exceed $8,200,000 (such amount to be specified in the Notice Inviting Bids)
of the Bonds is hereby authorized. The Executive Director or Deputy Executive Director or
their designees, are hereby authorized to undertake all appropriate steps to implement the sale
of the Bonds. Upon examination of the bids and after consultation and upon the
recommendation of the Financing Consultant, the Deputy Executive Director, or his or her
designee, shall find and determine which bid complying with the Notice Inviting Bids and this
Resolution of the Authority is the best bid. Such bid shall be accepted on behalf of the
Authority by the Deputy Executive Director or his or her designee, and the Bonds shall be
sold to such bidder in accordance with the bid form submitted by such bidder. Any
irregularities with respect to such bid may be waived after consultation with Bond Counsel.
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Section 4. Official Actions. All actions heretofore taken by the officers and agents
of the Authority with respect to the Bonds are hereby approved, confirmed and ratified. The
Chairman, the Executive Director, Deputy Executive Director, the Secretary 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,
notices,Yconsents, instruments of conveyance, warrants and other documents which they, or
any of them, may deem necessary or advisable in order to consummate the execution, sale and
delivery of the Bonds pursuant to the documents approved herein.
Section 5. Qualified Tax-Exempt Obligations. The Bonds are designated "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code
of 086, as amended.
Section 6. Effective Date. This resolution shall take effect from and after its
adoption.
PASSED AND ADOPTED by the Board of Directors of the Huntington Beach Public
Financing Authority at a regular meeting thereof held on the 14tAay of April, 1997.
r
Chairman
e
ATTEST: APPROVED AS TO FORM:
•
p
Secretary ;t'= is- �� Authority Counsel
VIEWED AND APP OVED: INI A ± ROVED:
Executive Director puty Ex cut- e Director
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STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF HUNTINGTON BEACH )
I, Connie Brockway , the duly elected, qualified Secretary of the Huntington Beach
Public Financing Authority, do hereby certify that the whole number of members of the Board of
Directors of the Huntington Beach Public Financing Authority, 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 Board at a regular meeting thereof held on the 14th of April, 1997 by the
following vote:
AYES: Boardmembers: Harman, Dettloff, Bauer, Green, Garofalo
NOES: Boardmembers: None
ABSENT: Boardmembers: Julien, Sullivan
Secretary of the Board of l5irectors �=
of the Huntington Beach Public
Financing Authority
Secretary of the`Huntington Beach
Public Financing Authority Y147
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