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HomeMy WebLinkAboutTPFA RES 07-03TPFA RESOLUTION N0.07-03 RESOLUTION OF THE TUSTIN PUBLIC FINANCING AUTHORITY APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF A NOTE PURCHASE AGREEMENT IN AN AMOUNT NOT TO EXCEED $5,100,000, IN CONNECTION WITH THE FINANCING BY THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY 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 ANOTE-TAX-EXEMPT) 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 $5,100,000, evidenced by a note (the "Series A Note"), pursuant to a note purchase agreement, by and among the Agency, the Tustin Public Financing Authority (the "Authority") and the Bank (the "Series A 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; TPFA Resolution 07-03 Page 1 of 4 WHEREAS, pursuant to the Series A Note Purchase Agreement, the Agency will sell the Series A Note to the Authority for immediate re-sale to the Bank; 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 Redevelopment Project; WHEREAS, the Series A Note Purchase Agreement establishes the basic terms and conditions under which the Bank will purchase, and by which Agency will issue the Series A Note, in a principal not to exceed $5,100,000, which Series A 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 A Note Purchase Agreement and related closing documents andlor required in implementation of the Series A 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 A Note will 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 A Note, the Agency intends to issue a separate note, in a principal not to exceed $19,900,000 (the "Series B Note"), to be separately authorized by the Agency and to finance an additional portion of the costs of the acquisition, which Series B Note will be secured on a parity with the Series A Note; 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 Code; WHEREAS, capitalized terms used in this Resolution are as defined in the Series A Note Purchase Agreement, unless otherwise defined herein; and WHEREAS, the Series A 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; NOW, THEREFORE, BE IT RESOLVED, DETERMINED, AND ORDERED BY THE TUSTIN PUBLIC FINANCING AUTHORITY: Section 1. The Authority hereby approves the Series A Note Purchase Agreement and authorizes and directs the Chair, the Executive Director, and any other appropriate official of the Authority, and the authorized designees of any of them TPFA Resolution 07-03 Page 2 of 4 (together, "Designees"}, to enter into the Series A Note Purchase Agreement among the Authority, the Agency, as borrower, and Bank, as lender, with the final form of such Series A Note Purchase Agreement subject to the approval of the Chair or the Executive Director and Authority Counsel. Section 2. The Chair or the Executive Director and the Secretary are hereby authorized to execute and attest the final Series A Note Purchase Agreement, including any related attachments, on behalf of the Authority, their execution and attestation thereof to constitute conclusive evidence of the Authority's approval of the terms thereof in accordance with this Resolution. Copies of the final Series A Note Purchase Agreement, when duly executed and attested, shall be placed on file in the office of the Secretary. Further, the Executive Director (or his duly authorized representative) is authorized to implement the Series A Note Purchase Agreement and take all further actions and execute all documents referenced therein andlor necessary and appropriate to carry out the transactions represented by the Series A Note and the Series A Note Purchase Agreement as provided for therein, and the Secretary is authorized to attest to such documents. The Executive Director (or his duly authorized representative) is hereby authorized, to the extent necessary during the implementation of the Series A Note Purchase Agreement, to make technical or minor changes and interpretations thereto after execution, as necessary, to properly implement and carry out the Series A Note Purchase Agreement, provided any and all such changes shall not in any manner materially affect the rights and obligations of Authority or the maximum funding provided underthefinal Series A Note Purchase Agreement. Section 3. In addition to the authorization of Sections 3 and 4 above, the Executive Director (or his duly authorized representative) and the Secretary are hereby authorized, on behalf of Authority, to sign all other documents necessary or appropriate to carry out and implement Series A Note Purchase Agreement and any implementing agreements or documents, including causing the issuance of warrants in implementation thereto, and to administer the Authority's obligations, responsibilities and duties to be performed under the Series A Note Purchase Agreement. Section 4. The Secretary shall certify to the adoption of this Resolution. Section 5. This Resolution shall take effect upon adoption. PASSED AND ADOPTED at a special meeting of the Tustin Public Financing Authority held on the 17th day of April, 2007. LOU BONE, Chair TPFA Resolution 07-03 Page 3 of 4 PAMELA STOKER, Recording Secretary STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS CITY OF TUSTIN ) I, Pamela Stoker, Recording Secretary of the Tustin Public Financing Authority of the City of Tustin, California, do hereby certify that the whole number of the members of the Directors of the Tustin Public Financing Authority is five; that the above and foregoing TPFA Resolution No. 07-03 was duly passed and adopted at a special meeting, held on the 17th day of April, 2007, by the following vote: DIRECTORS AYES: Bone. Amante. Davert, Kawashima, Palmer (5) DIRECTORS NOES: None (0) DIRECTORS ABSTAINED: None (0) DIRECTORS ABSENT: None (0) PAMELA STOKER Recording Secretary TPFA Resolution 01-03 Page 4 of 4