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Home My WebLink AboutCC RES 07-37RESOLUTION NO. 07-37 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUSTIN APPROVING THE ISSUANCE BY THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY OF A PROMISSORY NOTE IN AN AMOUNT NOT TO EXCEED $19,900,000, IN CONNECTION WITH THE FINANCING OF THE ACQUISITION OF CERTAIN LAND WITHIN THE AGENCY'S SOUTH CENTRAL REDEVELOPMENT PROJECT BUT OF BENEFIT TO ITS MCAS TUSTIN REDEVELOPMENT PROJECT (SERIES B NOTE- TAXABLE) WHEREAS, the Tustin Community Redevelopment Agency (the "Agency") is a community redevelopment agency, duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law (Part I of Division 24, commencing with section 33000} of the California Health and Safety Code} ("Redevelopment Law"), and the powers of the Agency include the power to borrow money and issue bonds for any of its corporate purposes, including authority pursuant to sections 33671.5 and Article 5 of Chapter 6 (commencing with section 33640} of the Redevelopment Law; WHEREAS, on June 16, 2003, by Ordinance No. 1276, the City Council of the City of Tustin (the "City Council") formed the MCAS Tustin Redevelopment Project (the "Redevelopment Project"); WHEREAS, the redevelopment plan for the Redevelopment Project has been adopted in compliance with all applicable requirements of the Redevelopment Law (the "Redevelopment Plan"); WHEREAS, Agency is empowered to enter into agreements and to carry out redevelopment projects; WHEREAS, the Agency desires to borrow moneys from Citigroup Global Markets Inc., or one of its affiliates (the "Bank"}, in a principal amount not to exceed $19,900,000, evidenced by a note (the "Series B Note"), pursuant to a note purchase agreement, by and among the Agency, the Tustin Public Financing Authority (the "Authority"} and the Bank (the "Series B Note Purchase Agreement"}, to provide funds to finance a portion of the costs of the acquisition of a 37-acre parcel of land which will provide freeway access to and from the Redevelopment Project (the "Property"} within the Agency's South Central Redevelopment Project but of benefit to the Redevelopment Project; WHEREAS, the Agency and the City Council have heretofore made required findings to establish that the acquisition of the Property is of benefit to the Resolution No. 07-37 Page 1 of 4 Redevelopment Project; WHEREAS, the Series B Note Purchase Agreement establishes the basic terms and conditions under which the Bank will purchase, and by which Agency will issue the Series B Note, in a principal not to exceed $19,900,000, which Series B Note will be secured by a pledge of a portion of the tax increment revenues generated by the Redevelopment Project, all subject to delivery of the Series B Note Purchase Agreement and related closing documents and/or required in implementation of the Series B Note purchase, including payment of fees and other costs as may be payable from the proceeds thereof; WHEREAS, it is anticipated that the interest to be payable on the Series B Note will not be excludable from gross income of the owners thereof for federal income tax purposes under section 103 of the Internal Revenue Code of 1986, as amended (the "Code"); WHEREAS, concurrently with the issuance of the Series B Note, the Agency intends to issue a separate note, in a principal not to exceed $5,100,000 (the "Series A Note"), to be separately authorized by the Agency and to finance an additional portion of the costs of the acquisition, which Series A Note will be secured on a parity with the Series B Note; WHEREAS, it is anticipated that the interest to be payable on the Series A Note will be excludable from gross income of the owners thereof for federal income tax purposes under section 103 of the Code; WHEREAS, capitalized terms used in this Resolution are as defined in the Series B Note Purchase Agreement, unless otherwise defined herein; and WHEREAS, the Series B Note Purchase Agreement is in the best interest of the Agency and the City of Tustin, and the health, safety and welfare of its residents, and is of benefit to the Agency and the Redevelopment Project, and is contemplated by the Redevelopment Plan pursuant to section 33490 of the Redevelopment Law; WHEREAS, Agency has adopted its resolution entitled; RESOLUTION OF THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY APPROVING THE FORM AND AUTHORIZING THE ISSUANCE OF A PROMISSORY NOTE AND APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF A NOTE PURCHASE AGREEMENT RELATING THERETO, IN AN AMOUNT NOT TO EXCEED $19,900,000, IN CONNECTION WITH THE FINANCING OF THE ACQUISITION OF CERTAIN LAND WITHIN THE AGENCY'S SOUTH CENTRAL REDEVELOPMENT PROJECT BUT OF BENEFIT TO ITS MCAS TUSTIN REDEVELOPMENT PROJECT AND AUTHORIZING AND DIRECTING ACTIONS WITH RESPECT THERETO (SERIES BNOTE-TAXABLE) Resolution No. 07-37 Page2of4 WHEREAS, under and pursuant to the above Resolution, Agency has authorized the negotiation and entering into the Series B Note Purchase Agreement among the Authority, the Agency, as borrower, and the Bank, as lender, and the issuance by Agency of the Series B Note for the purpose of raising not to exceed $19,900,000 for redevelopment purposes to fulfill Agency's obligations and objectives under sections 33334.2, 333334.6, 33413, and 33490 of the Redevelopment Law and to pay fees and costs in connection with the issuance of the Series B Note and implementation of the Series B Note Purchase Agreement. NOW, THEREFORE, BE IT RESOLVED, DETERMINED, AND ORDERED BY THE CITY COUNCIL OF THE CITY OF TUSTIN: Section 1. The foregoing Recitals are true and correct and are a substantive part of this Resolution. The City Council hereby finds and determines that expenditure of the proceeds of the Series B Note inside or outside of the Redevelopment Project, is of benefit to the Redevelopment Project. Section 2. The entering into of the Series B Note Purchase Agreement and the delivery of the Series B Note by Agency to the Bank, in part in order to fulfill Agency's obligations and objectives under sections 33334.2, 33334.6, 33413 and 33490 of the Redevelopment Law to pay costs in connection with the issuance of the Series B Note Purchase Agreement and the Series B Note, all of which constitute a "redevelopment activity," as such term is defined in section 33678 of the California Health and Safety Code, are hereby authorized and approved pursuant to section 33640 of the California Health and Safety Code, subject to completion of the Series B Note Purchase Agreement and the Series B Note in accordance with the Agency Resolution described in the Recitals hereof. Section 3. The Mayor, City Manager and any other appropriate officials of the City, are hereby authorized and directed to take any and all necessary and desirable steps to accomplish the execution and delivery of the Series B Note Purchase Agreement and the Series B Note referenced above and any related undertakings of the City, if any, including execution of any and all other documents or implementing agreements necessary to deliver the Series B Note Purchase Agreement and Series B Note in a timely and expeditious manner, including without limitation, the negotiation, execution and delivery of instruments or agreements confirming understandings or making any further assurances relative to existing arrangements among the parties or otherwise in furtherance of the delivery of the Series B Note Purchase Agreement and Series B Note. The City Clerk is authorized to attest the final form of such documents. Section 4. This Resolution shall take effect upon adoption. Section 5. City Clerk shall certify to the adoption of this Resolution. Resolution No. 07-37 Page3of4 PASSED AND ADOPTED at a regular meeting of the Tustin City Council held on the 17th day of April, 2007. LOU BONE, Mayor PAMELA STOKER, City Clerk STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS CITY OF TUSTIN ) I, Pamela Stoker, City Clerk and ex-officio Clerk of the City Council of the City of Tustin, California, do hereby certify that the whole number of the members of the City Council of the City of Tustin is five; that the above and foregoing Resolution No. 07-37 was duly passed and adopted at a regular meeting of the Tustin City Council, held on the 17th day of April 2007, by the following vote: COUNCILMEMBERAYES: Hone. Amante. Davert, Kawashima, Palmer (5) COUNCILMEMBER NOES: None (0) COUNCILMEMBERABSTAINED: None (0) COUNCILMEMBERABSENT: None (0) PAMELA STOKER City Clerk Resolution No. 07-37 Page 4 of 4