HomeMy WebLinkAboutTPFA RES 07-02TPFA RESOLUTION NO. 07-02
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
$19,900,000, 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 BNOTE-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;
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WHEREAS, pursuant to the Series B Note Purchase Agreement, the Agency will
sell the Series B Note to the Authorityforimmediate 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 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 andlor 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;
NOW, THEREFORE, BE IT RESOLVED, DETERMINED, AND ORDERED BY
THE TUSTIN PUBLIC FINANCING AUTHORITY:
Section 1. The Authority hereby approves the Series B 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
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(together, "Designees"), to enter into the Series B Note Purchase Agreement among the
Authority, the Agency, as borrower, and Bank, as lender, with the final form of such
Series B 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 B 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 B 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 B 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 B Note and the Series B 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 B
Note Purchase Agreement, to make technical or minor changes and interpretations
thereto after execution, as necessary, to properly implement and carry out the Series B
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 B 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 B 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 B 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
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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. 07-02 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
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