R-419
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RESOLUTION NO.
419 (RAS)
RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA APPROVING THE ISSUANCE
OF NOT TO EXCEED $ 7.000.000. PRINCIPAL AMOUNT
OF REDEVELOPMENT AGENCY OF THE CITY OF
SANTA MONICA, OCEAN PARK REDEVELOPMENT
PROJECTS TAX ALLOCATION REFUNDING BONOS,
SERIES 1988A, APPROVING THE ISSUANCE OF NOT
TO EXCEED $2,415,612. PRINCIPAL AMOUNT OF
REDEVELOPMENT AGENCY OF THE CITY OF
SANTA MONICA. OCEAN PARK REDEVELOPMENT
PROJECT TAX ALLOCATION REFINANCING BONOS,
SERIES 19888, APPROVING THE FORMS OF THE
AUTHORIZING THE EXECUTION AND DELIVERY OF AN
INDENTURE OF TRUST. A PURCHASE CONTRACT AND
AN ESCROW AGREEMENT AND THE PREPARATION OF AN
OFFICIAL STATEMENT, AND OTHER MATTERS RELATED
THERETO
WHEREAS, the Redevelopment Agency of the C1ty of
Santa Monica (the "Agency"), on September 11, 1984, duly
adopted its Resolution NO.391(RAS) (the "Prior Resolution")
provid1ng for the ~ssuance of $5,700,000 Bonds of the Agency
to finance portions of the cost of redevelopment projects
known as Ocean Park Projects No.l(a} and No.l{b) (the
"proJect"); and
WHEREAS, pursuant to the Prior Resolution,
$5,700,000 aggregate principal amount of the Agency's Ocean
Park Redevelopment Project Tax Allocat~on Bonds, Series A were
issued, of which $5,700,000 are currently Outstanding under
the Prior Resolution (the "Prior Bonds"); and
WHEREAS, the Agency is indebted to the City of
Santa Monica (the "City") for certain loans made by the C1ty
to the Agency which the Agency in turn made use of in
connection with the Project, which indebtedness is evidenced
by promissory notes and a Reimbursement Agreement
(collectively, the "Notes") of the Agency 1n favor of the
City; and
WHEREAS, the Agency desires to issue its Ocean Park
Redevelopment ProJect Tax Allocation Refunding Bonds, Series
1988A (the "Refunding Bonds.) in the aggregate prlncipal
amount of not to exceed $7,000,000. for the purpose of
providing moneys which will be sufficient (i) to provide for
the payment when due of principal of and interest on the Prior
Bonds to and including October 1, 1994, (ii) to redeem the
remaining Outstanding Prior Bonds on October 1, 1994 at par
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plus a redemption prEmium of 2\ of the principal amount of
such OutstandIng Prior Bonds, and (iii) to pay costs 1ncurred
1n connection with the 1ssuance, sale and delivery of the
Refund1ng Bonds; and
WHEREAS, the Agency desires to issue its Ocean
Park Redevelopment Project Tax Allocation RefInancing Bonds,
Series 19BBB (the "Refinancing Bonds") in the aggregate
principal amount of not to exceed $ 2,415,612. for the purpose
of prov1ding moneys which will be sufficient (i) to pay a
port1on of the Notes on the date of issuance of the
Refinancing Bonds, and (Ii) to pay costs Incurred in
connectIon with the issuance, sale and delIvery of the
RefInancing Bonds; and
WHEREAS, the Agency 1S authorized to issue the
Refunding Bonds and the Refinancing Bonds pursuant to the
Community Redevelopment Law of the State of Californ16 (be1ng
Part I of Division 24 of the Health and Safety Code of the
State of California, as amended) (the "Law") and Article 11 of
Chapter 3 of DIVIsion 2 of Title 5 of the Callforn1a
Government Code, as amended; and
WHEREAS, the RefundIng Bonds and the Refinancing
Bonds are to be issued under and pursuant to an Indenture of
Trust between the Agency and Bank of America National Trust
and Savings Association, as t~ustee, (such Indenture of Trust,
in the form presented to this meeting, with such changes,
Insertions and omIssions as are made pursuant to thlS
Resolution, be1ng referred to herein as the "Indenture"); and
WHEREAS, Rauscher P1erce Refsnes, Inc. (the
"Underwriter") has submitted a proposal to purchase the
Refund1ng Bonds and the Refinancing Bonds from the Agency 1n
the form of a Purchase Contract (such Purchase Contract 1n the
form presented to this meeting, With such changes, insert10ns
and omissions as are made pursuant to this Resolution, being
referred to herein as the "Purchase Contract"); and
WHEREAS, there have been prepared and submitted to
this meeting forms of:
(1) a draft of the Indenture; and
(2) a draft of the Preliminary Official Statement
to be used in connection with the sale of the Refunding Bonds
and the Refinancing Bonds (such Prelimlnary Official Statement
in the form presented to this meeting with such changes,
insertions and omissions as are made pursuant to thIS
Resolution, being referred to herein as the "Preliminary
Official Statement"); and
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(3) a draft of the proposed Purchase Contract; and
(4) a draft of the Escrow Agreement by and between
the Agency and Bank of America NatIonal Trust and SaVIngs
Association, as paying agent, providing for the application of
a portion of the proceeds of the sale of the RefundIng Bonds,
together with other available funds, to the refundlng of the
Prior Bonds (such Escrow Agreement in the form presented to
this meeting with such changes, insertions and omissions as
are made pursuant to thIS resolution, being referred to hereIn
as the "Escrow Agreement"); and
WHEREAS, the Agency now desires to authorize the
execution of such documents and the performance of such acts
as may be necessary or desirable to effect the issuance and
sale of the Refunding Bonds and RefInancing Bonds, the
refundIng of the Prior Bonds and the payment of a portIon of
the Notes;
NOW, THEREFORE, BE IT RESOLVED by the
Redevelopment Agency of the CIty of Santa Monica, as follows:
Section 1. SUbject to the provisions of SectIon 2
hereof, the issuance of the RefundIng Bonds in the aggregate
prIncipal amount of not to exceed $7,000,000. and the issuance
of the RefInancing Bonds in the aggregate prInCIpal amount not
to exceed $,,415,612. on the terms and condItIons set forth
in, and subJect to the l~mltations specifled in, the
Indenture, is hereby authorIzed and approved. The RefundIng
Bonds and RefinancIng Bonds will be dated, WIll bear interest
at the rates, will mature on the dates, WIll be issued in the
form, will have such sinkIng fund installments, WIll be
subject to redemptIon, and will be as otherwlse prOVIded in
the Indenture, as the same WIll be completed as provided In
thIS ResolutIon.
Section 2. The Indenture, in substantially the
form submitted to this meeting and made a part hereof as
though set forth in full herein, be and the same is hereby
approved. The Chairman, the Vice Chairman or the Executive
Director of the Agency, acting singly, is hereby authorized
and directed to execute and deliver the Indenture In the form
presented to this meeting with such changes, insertions and
omissions as may be approved by the officer executing said
document, said execution belng conclusive evidence of such
approval; provided, however, that such changes, insertions and
omlssions shall not authorize an aggregate prInCIpal amount of
Refunding Bonds in excess of $7,000,000., spall not authorize
an aggregate principal amount of Refinancing Bonds in excess
of $2,415,612., shall not result 1n the true 1nterest
component of payments to be made in connection WIth the
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Refunding Bonds and the Refinanclng Bonds being in excess of
B.S \ per annum and shall not result in the Bonds havlng
a maturity date later than 30 years from their date of
issuance. The Secretary or an Ass1stant Secretary of the
Agency is hereby authorized to affix and attest the seal of
the Agency to the Indenture.
Section 3. The proceeds, including accrued
interest, of the sale of the Refunding Bonds shall be applied
simultaneously with the delivery of the Refund1ng Bonds as
required by the terms of the Indenture and the Escrow
Agreement and the proceeds, including accrued interest, of the
sale of the Refinancing Bonds shall be applied simultaneously
with the delivery of the Refinancing Bonds as required by the
terms of the Indenture.
Section 4. The Purchase Contract, in
substantially the form subm1tted to this meeting and made a
part hereof as though set forth in full hereln, be and the
same 1S hereby approved. The ChaIrman, the VIce Chairman or
the Executive Director of the Agency, actIng singly, 1S hereby
authorized and directed to execute the Purchase Contract In
the form presented to this meeting with such changes,
insert10ns and omissions as may be approved by the offIcer
executing said document, said execution being conclusive
evidence of such approval; provided, however, that the maximum
aggregate discount from the prInCIpal amount of the Refunding
Bonds and the Refinancing Bonds shall not exceed 1.5% of the
aggregate principal amount thereof. ----
Section 5. The Preliminary Official statement, in
substantially the form presented to thIS meeting and made a
part hereof as though set forth In full hereinl be and the
same is hereby approved and the use of the PrelimInary
Official Statement in connection with the offering and sale of
the Refunding Bonds and the Refinancing Bonds is hereby
authorized and approved.
Section 6. The preparation and delivery of an
Official Statement, and its use by the Underwriter, in
connection WIth the offering and sale of the Refunding Bonds
and the Refinancing Bonds, be and the same is hereby
authorized and approved. The Official Statement shall be in
substantially the form of the Preliminary Official Statement
w1th such changes, insertions and omissions as may be approved
by the officer of the Agency executing said document, such
approval to be conclusively evidenced by the execution and
delivery thereof. The Chairman, the Vice Chairman or the
Executive Director of the Agency, acting singly, is hereby
authorized and directed to execute the final Official
Statement and any amendment or supplement thereto, in the name
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of and on behalf of the Agency, and thereupon to cause the
final Officlal Statement and any such amendment or supplement
to be delivered to the Underwrlter.
Section 7. The Escrow Agreement, in substantlally
the form presented to this meeting and made a part hereof as
though set forth in full herein, be and the same is hereby
approved. The Chairman, the Vice Chairman or the Executlve
Dlrector of the Agency, acting singly, is hereby authorized
and directed to execute and deliver the Escrow Agreement in
the form presented to this meeting with such changes,
insertions and omissions as may be approved by the officer
executing said document, sald execution being conclUSIve
evidence of such approval. The Secretary or Assistant
Secretary is hereby authorized to affix and attest the seal of
the Agency thereto.
Section 8. The refunding of the Prior Bonds on
the terms and conditions speclfied 10 the Escrow Agreement,
lncluding the application of moneys for such purposes thereIn
provided, IS hereby approved and authorlzed.
Section 9. If the ChaIrman and the Executlve
DIrector of the Agency determlne that it is not deslreable
that the RefInancing Bonds be issued by the Agency, the same
shall not be Issued and the references to and the provIsions
relating to the Refinancing Bonds shall be eliminated from the
Indenture, the Purchase Contract, the Preliminary OffIcial
Statement and the OffIcial Statement such that the Indenture,
the Purchase Contract, the PrelimInary OffIclal Statement and
the Official Statement relate only to the issuance and sale of
the Refunding Bonds.
Section 10. The ChaIrman, the Vlce Chairman, the
Executive Dlrector, the Secretary and each ASSIstant Secretary
of the Agency, and any other proper officer of the Agency,
actIng singly, be and each of them hereby is authorized and
directed to execute and deliver any and all documents and
instruments and to do and cause to be done any and all acts
and things necessary or proper for carrying out the
transactions contemplated by the Indenture, the Purchase
Contract, the OffiCIal Statement, the Escrow Agreement and
this Resolution.
SECTION 11. All actions heretofore taken by any
officer or offIcers of the Agency with respect to the issuance
and sale of the Refunding Bonds or the Refinancing Bonds, or
in connection with or related to any of the agreements
referenced herein or the refunding of the Prior Bonds or the
payment of the Notes, are hereby approved, confirmed and
ratIfled.
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Section 12. The Agency hereby finds and
determines that the amount necessary to make payments under
existing obligations (as defined in Section 33334.6(d) of the
Law), relating to Ocean Park project l(a), of amounts due or
required to be committed, set aside, or reserved by the Agency
during the current fiscal year is in excess of the taxes
allocated to the Agency pursuant to Section 33670 of the Law
from Ocean Park Project l(a) for the current fiscal year and,
therefore, that no portion of such taxes shall, in the current
fiscal year, be deposited in the Agency.s Low and Moderate
Income Housing Fund for Ocean Park project l(a).
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Section 13. The Agency hereby finds and
determines that the amount necessary to make payments under
existing obligations (as defined in Section 33334.6(d) of the
Law), relating to Ocean Park Project l(b), of amounts due or
required to be committed, set aside, or reserved by the Agency
during the current fiscal year is in excess of the taxes
allocated to the Agency pursuant to Section 33670 of the Law
from Ocean Park Project l(b) for the current fiscal year and,
therefore. that no portion of such taxes shall. in the current
fiscal year, be deposlted in the Agency's Low and Moderate
Income Housing Fund for Ocean Park Project l(b).
SECTION 14. ThlS Resolution shall take effect from
and after its adoption and approval.
PASSED AND ADOPTED on Feb. 23 , 1988, by the
following vote:
'Ayes:
Members Flnkel, Jennlngs, A. Katz, H. Katz, Reed,
Zane, Chairperson Conn
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APPROVED A:b;:n:~RM ~ APproved:j ~ j
~ """ "---- ~_i/f;(/ I C1L-- ~
ROBERT M. MYERS "---Chai an-Of the Redevelopment Agency
Agency Counsel the City of Santa Monica
Noes:
toe a 11
Attest:
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~d,~sec~etui~-Cf~e Redevelopment Agency
--::::S' _ = of t))e City of Santa Monica
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