SR-CC/RA/PA-2
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OCT 1 3 1992
ACA:JL:LAM:mox9260jhpw
city council Meeting 10-13-92 Santa Monica, California
STAFF REPORT
TO: Mayor and city council
FROM: city Attorney and Finance Departments
SUBJECT: Recommendation to Adopt Resolutions Authorizing
Issuance of Refunding Bonds, and Approval of
Documents, Actions and Other Matters Related
Thereto ---
INTRODUCTION
This staff report requests that the city Council, the
Redevelopment Agency and the Parking Authority adopt the
respective attached resolutions which pertain to three separate
municipal bond financings:
The refunding of the following bonds would take advantage
of the drop in interest rates ln the current bond market and
result in a net reductlon of long-term debt service payments for
these bonds.
(1) The Redevelopment Agency Lease Revenue Bonds, Series
1992 (Downtown Redevelopment Refunding Project of 1992). Such
Bonds would refund the Agency's 1978 Parking Lease Revenue Bonds.
The City leases parking structures at Santa Monica Place from the
Agency and the annual lease payment is used by the Agency to pay
annual debt service on such Bonds.
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(2 ) The Parking Authority Lease Revenue Bonds, Series 1992
(City of Santa Monica Refunding Project of 1992). Such bonds
would refund the Authority's 1986 certificates of Participation
(ltCOPslt) relating to the Third street Mall Improvements. The
city leases the Authority's parking structures and the annual
lease payment is used to finance the annual debt service on the
COPs.
(3) The Redevelopment Agency Ocean Park Redevelopment
projects Tax Allocation Refunding Bonds, series 1992. These
Bonds would be a second refunding of the 1984 Ocean Park
Redevelopment Agency Tax Allocation Bonds, which were first
refunded in 1988. In 1988 certain Promissory Notes between the
Agency and the City were refinanced and paid to the General Fund.
These refinancing bonds will also be refunded to reduce the
interest rate on such debt. Finally, to the extent of available
tax increment, additional Promissory Notes would be refinanced
and paid to the General Fund as a part of these Refunding Bonds.
DISCUSSION
The attached resolutions authorize the City, the
Redevelopment Agency and the Parking Authority to proceed with
all steps necessary for issuance of each of the series of
Refunding Bonds described above. The resolutions pertaining to
the Redevelopment Agency's refunding of the 1978 Parking Lease
Revenue Bonds (Downtown Redevelopment Refunding Project of 1992)
authorize the issuance of a maximum of $12 Million aggregate
principal amount of Bonds, and would also authorize all steps
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necessary to complete the financing, including approval,
execution and delivery of all necessary documents (such as an
amended Lease Agreement, a Trust Agreement, a Purchase Contract,
an Escrow Agreement and authorization to prepare an Official
Statement in connection with such financing).
The resolutions pertaining to the Parking Authority Lease
Revenue Bonds would authorize the issuance of a maximum of $16
Million aggregate principal amount in Bonds, and would also
authorize all other steps necessary to complete this financing,
including, but not limited to approval, execution and delivery of
all necessary documents (such as a Lease Agreement, Trust
Agreement, Purchase Contract, Escrow Agreement and preparation of
an Official statement in connectlon with such financing).
The resolutions pertaining to the Redevelopment Agency
Ocean Park Redevelopment Projects Tax Allocation Refunding Bonds
would authorize the issuance of an maximum of $16 Million
aggregate principal amount in Bonds, and would also authorize all
other steps necessary to complete such financing, including but
not limlted to approval, execution and delivery of all necessary
documents (such as an Indenture of Trust, a Purchase Contract, an
Escrow Agreement and the preparation of an Offlcial statement in
connection with such financing) .
Attached to this staff report are copies of the following
documents necessary for issuance of each series of Refunding
Bonds:
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1- Redevelopment Agency Lease Revenue Bonds, Series 1992
(Downtown Redevelopment Refunding Project of 1992)
(a) Amended and Restated Lease and Option to Purchase
(b) Trust Agreement
(c) Escrow Agreement
(d) Purchase Contract
(e) Prelimlnary Official statement for use in connection
with the offering and sale of the Bonds.
2. Parking Authority Lease Revenue Bonds, Series 1992
(Third street Mall COPs - city of Santa Monica Refunding Project
of 1992)
(a) Lease and Optlon to Purchase
(b) Trust Agreement
( c) Escrow Agreement
(d) Purchase Contract
(e) Preliminary Official statement for use in connection
with the offering and sale of the Bonds.
3. Redevelopment Agency Ocean Park Redevelopment Projects
Tax Allocation Refunding Bonds, series 1992
( a) Indenture of Trust
(b) Escrow Agreement
( c) Purchase Contract
(d) Preliminary officlal statement for use in connection
with the offering and sale of the Bonds.
The attached resolutions approve all of the above-described
documents substantially in the form presented at this meeting and
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authorize the execution and delivery of these documents by
specified City, Redevelopment Agency and parking Authority
officials and employees.
The preparatlon, execution and delivery of final Official
statements and execution, and delivery of any additional
documents as may be necessary or desirable to effect the
offering, sale and issuance of each series of Refunding Bonds is
also authorized and approved by the attached resolutions.
BUDGET AND FINANCIAL IMPACT
Issuance of the Refunding Bonds will have the following
beneficial financial impact.
(a) The Redevelopment Agency Lease Revenue Bonds, Series
1992 (Downtown Redevelopment Refunding Project of 1992). Current
value of all future reduced annual General Fund lease (debt
service) payments is approximately $.9 Million. In addition, the
General Fund will realize FY 1992/93 savings of approximately $.8
Million due to the restructuring of the timing of the required
annual debt service payments.
(b) The Parking Authority Lease Revenue Bonds, Series 1992
(Third street Mall COPs - city of Santa Monica Refunding Project
of 1992). Current value of all future reduced annual General
Fund lease (debt service) payments is approximately $.5 Million.
( c) The Redevelopment Agency Ocean Park Redevelopment
projects Tax Allocation Refunding Bonds, Series 1992. This is
the second refunding of the 1984 Ocean Park Redevelopment Agency
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Tax Allocation Bonds. Concurrently, with the refunding of these
bonds, up to approximately $2.9 Million of additional Agency
Promissory Notes will be refinanced and paid off to the General
Fund.
RECOMMENDATION
It is respectfully recommended that the city Council, the
Redevelopment Agency and the Parklng Authority adopt the
respective attached resolutions, authorizing all documents,
actions and other matters necessary to the offerlng, sale and
issuance of:
L Redevelopment Agency of the city of Santa Monica, Lease
Revenue Bonds, Series 1992 (Downtown Redevelopment Refunding
Project of 1992).
2. Parking Authority of the City of Santa Monlca Lease
Revenues Bonds, Serles 1992 (City of Santa Monica Refunding
Project of 1992) (Third Street Mall COPs).
3. Redevelopment Agency of the city of Santa Monica Ocean
Park Redevelopment ProJects Tax Allocation Refunding Bonds,
Series 1992.
PREPARED BY: Joseph Lawrence, Acting city Attorney
Linda A. Moxont Deputy city Attorney
Mike Dennis, Finance Department
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RESOLUTION NO. 219(PAS)
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RESOLUTION OF THE MEMBERS OF THE PARKING
AUTHORITY OF THE CITY OF SANTA MONICA
PROVIDING FOR THE ISSUANCE OF ITS T~ASE
- (CITY OF SANTA
REVENUE BONDS, SERIES 1992
MONICA REFUNDING PROJECT OF 1992), IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED
- $16,000,000, THE EXECUTION AND DELIVERY OF A
LEASE AGREEMENT, A TRUST AGREEMENT AND A
PURCHASE CONTRACT, THE AUTHORIZATION TO
PREPARE AN OFFICIAL STATEMENT, AND OTHER
MATTERS RELATED THERETO
wKBREAS, the Parking Authority of the city of Santa
Monica (the "Authori ty" ) and the City of Santa Monica (the
"City") propose to enter into a Lease Agreement (as hereinafter
defined) pursuant to which the Authority agrees to lease certain
real property and certain improvements located thereon (the
n Property " ) to the city in consideration for which the city will
make payments of base rental ("Base Rental") for the use and
possession of the Property~ and
waBREAS, the City, the Authority and the Trustee will
enter into a Trust Agreement (as hereinafter defined) pursuant to
which the Authority proposes to assign and transfer to Bank of
America National Trust and Savings Association, as trustee (the
"Trustee" ) certain of its rights, title and interest in and to
the Lease Agreement, including its right to receive payments of
Base Rental thereunder, and pursuant to which the Authority will
issue its Lease Revenue Bonds, Series 1992 (City of Santa Monica
Refunding Project of 1992) (the "Bonds"); and
~hBREAS, the Authority and the City desire to solicit
proposals from the underwriters listed on Attachment A hereto
(the "Underwriters") to purchase the Bonds from the Authority
pursuant to a Purchase Contract (as defined herein) ;
NOW, '.1'l1.tiREFORE, BE IT RESOLVED by the members of the
Parking Authority of the city of Santa Monica, as follows:
SECTION 1. The form of Lease Agreement and Option to
Purchase (the "Lease Agreement"), on file with the city Clerk, is
hereby approved. The officers of the Authority are, and each of
them acting alone is, hereby authorized and directed for and in
the name of and on behalf of the Authority to execute and deliver
the Lease Agreement in substantially the form attached hereto as
Exhibit A and presented to and considered at this meeting, with
such changes therein as the officer executing the same on behalf
LAl-2203S3 V3/7S0,550-013 09/28/92
of the Authority may approve, in his or her discretion, as being
~~ in the best interests of the Author~, such approval to be
conclusively evidenced by such officer's execution and delivery
thereof.
SECTION 2. The form of Trust Agreement (the "Trust
- Agreement"), on file with the city Clerk, is hereby approved.
The officers of the Authority are, and each of them acting alone
is, hereby authorized and directed, for and in the name of and on
behalf of the Authority, to execute and deliver the Trust
. Agreement in substantially the form on file with the City Clerk,
and presented to and considered at this meeting with such changes
therein as the officer executing the same on behalf of the
Authority may approve, in his or her discretion, as being in the
best interests of the Authority, such approval to be conclusively
evidenced by such officer's execution and delivery thereof.
SECTION 3. The issuance of the Bonds in the aggregate
principal amount of not to exceed $16,000,000 on the terms and
conditions set forth in, and subject to the limitations specified
in the Trust Agreement, is hereby approved. The 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
otherwise provided in the Trust Agreement, as the same will be
completed as provided in this Resolution. The execution of the
Bonds in the name of and on behalf of the Authority and under its
seal, with the signature of the Chairperson or, in his or her
absence, the Chair Pro Tempore of the Authority and the
countersignature of the Secretary of the Authority, with such
signature being manually affixed, printed, lithographed, or
facsimile engraved, and such countersignature being manually
affixed, is hereby approved.
SECTION 4. The form of Purchase contract (the
"Purchase ContractU), by and among the underwriter to be selected
pursuant to this Section 4 (the "Underwriter"), the city and the
Authority and on file with the City Clerk, is hereby approved.
The officers of the Authority are, and each of them acting alone
is, hereby authorized and directed, for and in the name of and on
the behalf of the Authority, to ( i) select the Underwriter, based
on proposals submitted by the Underwriters, that will be the
Underwriter for the Bonds, and (ii) execute and deliver the
Purchase contract, substantially in the form on file with the
City Clerk, and presented to and considered at this meeting, with
such changes therein (including but not limited to the inclusion
of the name of the Underwriter selected pursuant to the above
clause) as the officer executing the same on behalf of the
Authority may approve, in his or her sole discretion, as being in
the best interests of the Authority, such approval to be
conclusively evidenced by such officer's execution and delivery
thereof. In connection with the execution and delivery of said
Purchase Contract, the officer executing the same is further
LAl-220353 V3/750,550-013 2 09/28/92
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authorized and directed to negotiate the price and the interest
~~~- rates for the Bonds to be sold pursuant to such Purchase Contract
up to a maximum principal amount o~6;OOO,OOO, such that the
true interest component of payments to be made in connection with
such Bonds shall not exceed 8% per annum and such that the
maximum aggregate discount from the principal amount of the Bonds
- shall not exceed 2% of the aggregate principal amount thereof.
SBCTION 5. The form of Preliminary Official statement
(the "Preliminary Official statement"), on file with the City
- Clerk, is hereby approved and the use of the Preliminary Official
statement in connection with the offering and sale of the Bonds
is hereby authorized and approved with such additions, deletions,
and changes as the officers of the Authority deem to be
appropriate. The Preliminary Official statement shall be
circulated for use in selling the Bonds at such time as an
officer of the Authority shall determine that the Preliminary
Official statement is substantially final within the meaning of
Rule 15c2-12 promulgated under the securities Exchange Act of
1934 as amended, said determination to be conclusively evidenced
by a certificate signed by such officer of the Authority.
SBCTION 6. The preparation and delivery of a final
Official Statement, and its use by the Underwriter, in connection
with the offering and sale of the Bonds, is hereby authorized and
approved. The officers of the Authority are, and each of them
acting alone is, hereby authorized and directed, for and in the
name of and on behalf of the Authority to execute and deliver the
final Official statement in substantially the form of the
Preliminary Official statement on file with the City Clerk, and
presented to and considered at this meeting, with such changes
therein as the officer executing the same on behalf of the
Authority may approve, in his or her discretion, as being in the
best interests of the Authority, and any amendment or supplement
thereto, such approval to be conclusively evidenced by the
execution and delivery thereof.
SECTION 7. The officers of the Authority are, and each
acting alone is, hereby authorized and directed to take such
actions and execute such documents as are, in the opinion of the
City Attorney or O'Melveny & Myers, bond counsel, desirable to
defease the outstanding City of Santa Monica Certificates of
Participation (City of Santa Monica Refunding Project of 1986)
originally dated as of August 1, 1986.
SECTION' 8. The officers of the Authority are, and each
of them acting alone is, hereby authorized and directed to take
such actions and to execute such documents as may be necessary to
effectuate the purposes of this Resolution. For purposes of this
resolution, the "officers of the Authority" shall include, but
not be limited to, the Chairperson, the Chair Pro Tempore, the
Executive Secretary, the Authority Attorney and the City Clerk.
LAl-220353.V3/750,550-013 3 09/28/92
"
SBCTION 9. All actions heretofore taken by any officer
~-- or officers of the Authority, as may be authorized by the
Authority, with respect to the issuance-of the Bonds or in
connection with or related to any of the agreements referenced
herein are hereby approved, confirmed and ratified.
SBCTION 10. The City Clerk shall certify to the
- adoption of this Resolution and thenceforth and thereafter the
same shall be in full force and effect.
. APPROVED AS TO FORM:
,
',-Joseph Lawrence,
, Acting Authority Attorney
LAl-220353 V3/750,550-013 4 09/28/92
.
Attachment A
-=-.....:;- Underwri~ -
Bank of America N.T. & S.A.
- Bear, stearns & Co.
Inc.
Dillon, Read & Co. Inc.
Goldman, Sachs & Co.
. Kemper Securities Group, Inc.
Kidder, peabody & Co., Inc.
Lehman Brothers
Merrill Lynch & Co.
paineWebber Incorporated
Prudential Securities Incorporated
Stephens Inc.
Smith Barney, Harris Upham & Co., Inc.
LAl-220353 V3/750,550-013 6 09/28/92
,
.
Adopted and approved this 13th day of October, 1992.
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I hereby certify that the foregoing Resolution No. 219(PAS)
was duly adopted by the Parking Authority of the Ci ty of Santa
Monica at a meeting thereof held on October 13, 1992, by the
following Authority vote:
Ayes: Authority Members: Abdo , Genser, Holbrook, Katz,
Olsen
Noes: Authority Members: None
Abstain: Authority Members: Vazquez
Absent: Authority Members: Zane
ATTEST:
~011r!'&7~
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RESOLUTION NO. 435 (RAS)
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RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA PROVIDING FOR THE
- ISSUANCE OF ITS T,EASE REVENUE BONDS, SERIES
1992 (DOWNTOWN REDEVELOPMENT REFUNDING
PROJECT OF 1992), IN AN AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $12,000,000, THE
. EXECUTION AND DELIVERY OF AN AMENDED T,F.A.SE
AGREEMENT, A TRUST AGREEMENT, A PURCHASE
CONTRACT AND AN ESCROW AGREEMENT, THE
AUTHORIZATION TO PREPARE AN OFFICIAL
STATEMENT, AND OTHER MATTERS RELATED THERETO
WHEREAS, the Redevelopment Agency of the City of Santa
Monica (the "Agencyll) and the City of Santa Monica (the "City")
propose to enter into an Amended and Restated Lease Agreement (as
hereinafter defined) pursuant to which the Agency agrees to
continue to lease certain real property and certain improvements
located thereon (the II Property" ) to the city in consideration for
which the City will continue to make payments of base rental
("Base Rental") for the use and possession of the property; and
WHEREAS, the City, the Agency and the Trustee will
enter into a Trust Agreement (as hereinafter defined) pursuant to
which the Agency proposes to assign and transfer to Bank of
America National Trust and savings Association, as trustee (the
II Trustee II ) certain of its rights, title and interest in and to
the Amended and Restated Lease Agreement, including its right to
receive payments of Base Rental thereunder, and pursuant to which
the Agency will issue its Lease Revenue Bonds, Series 1992
(Downtown Redevelopment Refunding project of 1992) (the IIBonds");
and
w~REA8, the Agency and the City desire to solicit
proposals from the underwriters listed on Attachment A hereto
(the IIUnderwritersll) to purchase the Bonds from the Agency
pursuant to a Purchase Contract (as defined herein);
NOW, THEREFORE, BE :IT RESOLVED by the members of the
Redevelopment Agency of the City of Santa Monica, as follows:
SECT:ION 1. The form of Amended and Restated Lease
Agreement and Option to Purchase (the IIAmended Lease Agreement..),
on file with the City Clerk, is hereby approved. The officers of
the Agency are, and each of them acting alone is, hereby
authorized and directed for and in the name of and on behalf of
the Agency to execute and deliver the Amended Lease Agreement in
substantially the form on file with the City Clerk and presented
LAl-227574 Vl/750,550-013 09/28/92
to and considered at this meeting, with such changes therein as
.s-: --- the officer executing the same on behalf of the Agency may
approve, in his or her discretion, ~being in the best interests
of the Agency, such approval to be conclusively evidenced by such
officer's execution and delivery thereof.
- SECTIOH 2. The form of Trust Agreement (the "Trust
Agreement"), on file with the city Clerk, is hereby approved.
The officers of the Agency are, and each of them acting alone is,
hereby authorized and directed, for and in the name of and on
. behalf of the Agency, to execute and deliver the Trust Agreelllent
in substantially the form on file with the City Clerk, and
presented to and considered at this meeting with such changes
therein as the officer executing the same on behalf of the Agency
may approve, in his or her discretion, as being in the best
interests of the Agency, such approval to be conclusively
evidenced by such officer's execution and delivery thereof.
SBCTION 3. The issuance of the Bonds in the aggregate
principal amount of not to exceed $12,000,000 on the terms and
conditions set forth in, and subject to the limitations specified
in the Trust Agreement, is hereby approved. The 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
otherwise provided in the Trust Agreement, as the same will be
completed as provided in this Resolution. The execution of the
Bonds in the name of and on behalf of the Agency and under its
seal, with the signature of the Chairperson or, in his or her
absence, the Chair Pro Tempore of the Agency and the counter-
signature of the Secretary of the Agency, with such signatures
being manually affixed, printed, lithographed, or facsimile
engraved, is hereby approved.
SBCTION 4. The form of Purchase Contract (the
"Purchase contract"), by and among the underwriter to be selected
pursuant to this section 4 (the "Underwri terll) , the City and the
Agency and on file with the City Clerk, is hereby approved. The
officers of the Agency are, and each of them acting alone is,
hereby authorized and directed, for and in the name of and on the
behalf of the Agency, to (i) select the underwriter, based on
proposals submitted by the Underwriters, that will be the
Underwriter for the Bonds, and (ii) execute and deliver the
Purchase Contract, substantially in the form on file with the
city Clerk, and presented to and considered at this meeting, with
such changes therein (including but not limited to the inclusion
of the name of the Underwriter selected pursuant to the above
clause) as the officer executing the same on behalf of the Agency
may approve, in his or her sole discretion, as being in the best
interests of the Agency, such approval to be conclusively
evidenced by such officer's execution and delivery thereof. In
connection with the execution and delivery of said Purchase
contract, the officer executing the same is further authorized
LAl-227574 Vl/750.550-013 2 09/28/92
and directed to negotiate the price and the interest rates for
..;:r __ the Bonds to be sold pursuant to such Purchase Contract up to a
maximum principal amount of $12,000~O;- such that the true
interest component of payments to be made in connection with such
Bonds shall not exceed 8% per annum and such that the maximum
aggregate discount from the principal amount of the Bonds shall
- not exceed 2% of the aggregate principal amount thereof.
SBCTION 5. The form of Escrow Agreement on file with
the City Clerk is hereby approved. The officers of the Agency
~ are, and each of them acting alone is, hereby authorized and
directed, for and in the name of and on behalf of the Agency, to
execute and deliver the Escrow Agreement in substantially the
form on file with the City Clerk, and presented to and considered
at this meeting with such changes therein as the officer
executing the same on behalf of the Agency may approve, in his or
her discretion, as being in the best interests of the Agency,
such approval to be conclusively evidenced by such officer's
execution and delivery thereof.
SECTION 6. The form of Preliminary Official statement
(the npreliminary Official statement"), on file with the City
Clerk, is hereby approved and the use of the Preliminary Official
statement in connection with the offering and sale of the Bonds
is hereby authorized and approved with such additions, deletions,
and changes as the officers of the Agency deem to be appropriate.
The Preliminary Official statement shall be circulated for use in
selling the Bonds at such time as an officer of the Agency shall
determine that the Preliminary Official statement is
substantially final within the meaning of Rule 15c2-12
promulgated under the Securities Exchange Act of 1934 as
amended [ , said determination to be conclusively evidenced by a
certificate signed by such officer of the Agency].
SECTION 7. The preparation and delivery of a final
Official statement, and its use by the Underwriter, in connection
with the offering and sale of the Bonds, is hereby authorized and
approved. The officers of the Agency are, and each of them
acting alone is, hereby authorized and directed, for and in the
name of and on behalf of the Agency to execute and deliver the
final Official statement in substantially the form of the
Preliminary Official statement on file with the city Clerk, and
presented to and considered at this meeting, with such changes
therein as the officer executing the same on behalf of the Agency
may approve, in his or her discretion, as being in the best
interests of the Agency, and any amendment or supplement thereto,
such approval to be conclusively evidenced by the execution and
delivery thereof.
SECTION 8. The officers of the Agency are, and each
acting alone is, hereby authorized and directed to take such
actions and execute such documents as are, in the opinion of the
City Attorney or O'Melveny & Myers, bond counsel, desirable to
LAl-227574 Vl/750,550-013 3 09/28/92
refund the outstanding Redevelopment Agency of the city of Santa
..::r__ Monica Parking Lease Revenue Bonds (Downtown Redevelopment
Project of 1978). ~ -
SECTION 9. The officers of the Agency are, and each of
them acting alone is, hereby authorized and directed to take such
- actions and to execute such documents as may be necessary to
effectuate the purposes of this Resolution. For purposes of this
resolution, the "officers of the Agencyll shall include, but not
be limited to, the Chairperson, the Chair Pro Tempore, the
4 Executive Director, the Secretary, the Agency Attorney and each
Assistant Secretary of the Agency.
SECTION 10. All actions heretofore taken by any
officer or officers of the Agency, as may be authorized by the
Agency, with respect to the issuance of the Bonds or in
connection with or related to any of the agreements referenced
herein are hereby approved, confirmed and ratified.
SBCTION 11. The City Clerk shall certify to the
adoption of this Resolution and thenceforth and thereafter the
same shall be in full force and effect.
APPROVED AS TO FORM:
c$.J)~~~
J eph - Lawrence,
A ting Agency Attorney
LAl-227574 Vl/750.550-013 4 09/28/92
Attachment A
~-- Underwrit~s -
- Bank of America N.T. & S.A.
Bear, Stearns & Co. Inc.
Dillon, Read & Co. Inc.
Goldman, Sachs & Co.
. Kemper Securities Group, Inc.
Kidder, Peabody & Co., Inc.
Lehman Brothers
Merrill Lynch & Co.
paineWebber Incorporated
Prudential Securities Incorporated
Stephens Inc.
smith Barney, Harris Upham & Co., Inc.
LAl-227574 Vl/750,S50-013 6 09/28/92
~.....- ~ -
-
. Adopted and approved this 13th day of October 1992.
I hereby certify that the foregoing Resolution No. 435 (RAS)
was duly adopted by the Redevelopment Agency of the City of Santa
Monica at a meeting thereof held on October 13 1992, by the
following Agency vote:
Ayes: Agency Members: Abdo, Genser, Holbrook, Katz,
Olsen
Noes: Agency Members: None
Abstain: Agency Members: Vazquez
Absent: Agency Members: Zane
ATTEST:
~/pJfjJ/~
~ Secr<etary (
- 1 -
RESOLUTION NO. 436 (RAS)
~-- RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA APPROVING THE ISSUANCE
OF NOT TO EXCEED $16,000,000 PRINCIPAL AMOUNT
OF REDEVELOPMENT AGENCY OF THE CITY OF SANTA
_ MONICA, OCEAN PARK REDEVELOPMENT PROJECTS TAX
ALLOCATION REFUNDING BONDS, SERIES 1992,
APPROVING THE FORMS OF AND 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 city of Santa
Monica (the "Agency"), on February 23, 1988, duly adopted its
Resolution No. 419 (RAS) (the "Prior Resolution") authorizing (i)
the issuance of $6,400,000 Refunding Bonds of the Agency to
provide money for the payment when due of $5,700,000 Bonds of the
Agency issued pursuant to Agency Resolution No. 391(RAS) adopted
on September 11, 1984 to finance portions of the cost of
redevelopment projects known as Ocean Park Projects No. l(a) and
No. l(b) (the "projects") and (ii) the issuance of $2,375,000
Bonds of the Agency to pay a portion of certain indebtedness of
the Agency: and
WHEREAS, pursuant to the Prior Resolution, and an
Indenture of Trust, dated as of August 1, 1988 (the "Prior
Indenture") between the Agency, the city of Santa Monica (the
"city") and Bank of America National Trust and savings
Association, as Trustee, $6,400,000 aggregate principal amount of
the Agency's Ocean Park Redevelopment Project Tax Allocation
Refunding Bonds, series 1988A were issued (the "1988A Bonds"), of
which $6,115,000 are currently outstanding and $2,375,000
aggregate principal amount of the Agency's Ocean Park
Redevelopment Project Tax Allocation Refinancing Bonds, Series
1988B were issued (the u1988B Bonds"), of which $2,270,000 are
currently outstanding (together, the 1988A and the 1988B Bonds
are the "Prior Bonds"); and
WHEREAS, the Agency is indebted to the City of
Santa Monica (the "City") for certain loans made by the City to
the Agency, which indebtedness is evidenced by promissory notes
(collectively, the "Additional NotesU) of the Agency in favor of
the city; and
WHEREAS, the Agency desires to issue its Ocean Park
Redevelopment Project Tax Allocation Refunding Bonds, Series 1992
(the uRefunding Bonds") in the aggregate principal amount of not
to exceed $16,000,000 for the purpose of providing moneys which
LAl-22120~ V'/751,02S-016 09128/92
will be sufficient (i) to provide for the payment when due of
~-- principal of and interest on the Prior Bonds to and including
July 1, 1998, (ii) to redeem the remiinrng outstanding Prior
Bonds on July 1, 1998 at par plus a redemption premium of 2% of
the principal amount of such outstanding Prior Bonds, (iii) to
pay a portion of the Additional Notes on the date of issuance of
the Refunding Bonds, and (iv) to pay costs incurred in connection
- with the issuance, sale and delivery of the Refunding Bonds; and
WHEREAS, the Agency is authorized to issue the
. Refunding Bonds pursuant to the Community Redevelopment Law of
the state of California (being 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 California Government Code, as amended; and
WHEREAS, the Refunding 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 trustee, (such
Indenture of Trust, 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 "Indenture");
and
WHBREAS, the Agency desires to solicit proposals from
the underwriters listed on Attachment A hereto (the
"Underwriters") to purchase the Refunding Bonds from the Agency
pursuant to a Purchase Contract (such Purchase Contract 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 "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
(such Preliminary 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
npreliminary Official statement"); and
(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 escrow 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 refunding of the
LAl-22120~ V4/751.025-016 2 09/28/92
Prior Bonds (such Escrow Agreement in the form presented to this
meeting with such changes, insertions and omissions as are made
_r,....;... pursuant to this resolution, being reEerred 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, the refunding of the Prior Bonds and the
payment of a portion of the Additional Notes;
.
HOW, 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 $16,000,000 on the terms and
conditions set forth in, and subject to the limitations specified
in the Indenture, is hereby authorized and approved. The
Refunding 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 otherwise provided in the Indenture, as the same
will be completed as provided in this Resolution.
Section 2. The form of Indenture on file with the city
Clerk, is hereby approved. The officers of the Agency are and
each of them acting alone is, hereby authorized and directed, for
and in the name of and on behalf of the Agency, to execute and
deliver the Indenture in substantially the form on file with the
City Clerk, and presented to and considered at this meeting with
such changes therein as the officer executing the same on behalf
of the Agency may approve, in his or her discretion, as being in
the best interests of the Agency, such approval to be conclusive-
ly evidenced by such officer's execution and delivery thereof.
section 3. The proceeds, including accrued interest,
of the sale of the Refunding Bonds shall be applied simulta-
neously with the delivery of the Refunding Bonds as required by
the terms of the Indenture and the Escrow Agreement.
section 4. The form of Purchase Contract on file with
the city Clerk, by and among the underwriter to be selected
pursuant to this Section 4 (the "Underwriter") and the Agency is
hereby approved. The officers of the City are, and each of them
acting alone is, hereby authorized and directed, for and in the
name of and on the behalf of the Agency, to ( i) select the
Underwriter, based on the proposals submitted by the
Underwriters, that will be the Underwriter for the Refunding
Bonds, and (ii) execute and deliver the Purchase Contract,
substantially in the form on file with the city Clerk, and
LAl-221204 V4/751,025-016 3 09/28/92
presented to and considered at this meeting with such changes
r..- therein (including but not limited to the inclusion of the name
of the Underwriter selected pursuan~o ~he above clause) as the
officer executing the same on behalf of the Agency may approve in
his or her sole discretion, as being in the best interests of the
Agency, such approval to be conclusively evidenced by such
- officer's execution and delivery thereof. In connection with the
execution and delivery of said Purchase Contract, the officer
executing the same is further authorized and directed to nego-
tiate the price and the interest rates for the Refunding Bonds to
. be sold pursuant to such Purchase Contract up to a maximum
principal amount of $16,000,000, such that the true interest
component of payments to be made in connection with such Refund-
ing Bonds shall not exceed 8% of the aggregate principal amount
thereof.
Section 5. The form of Preliminary Official statement,
on file with the City Clerk, is hereby approved and the use of
the Preliminary Official statement in connection with the
offering and sale of the Refunding Bonds is hereby authorized and
approved with such additions, deletions, and changes as the
officers of the Agency deem to be appropriate. The Preliminary
Official statement shall be circulated for use in selling the
Refunding Bonds at such time as an officer of the Agency shall
determine that the preliminary Official statement is
substantially final within the meaning of Rule 15c2-12
promulgated under the Securities Exchange Act of 1934 as amended,
said determination to be conclusively evidenced by a certificate
signed by such officer of the Agency.
section 6. The preparation and delivery of a final
Official Statement, and its use by the Underwriter, in connection
with the offering and sale of the Refunding Bonds, is hereby
authorized and approved. The officers of the Agency are, and
each of them acting alone is, hereby authorized and directed, for
and in the name of and on behalf of the Agency to execute and
deliver the final Official statement in substantially the form of
the Preliminary Official statement on file with the City Clerk,
and presented to and considered at this meeting, with such
changes therein as the officer executing the same on behalf of
the Agency may approve, in his or her discretion, as being in the
best interests of the Agency, and any amendment or supplement
thereto, such approval to be conclusively evidenced by the
execution and delivery thereof.
Section 7. The form of Escrow Agreement on file with
the City Clerk, is hereby approved. The officers of the Agency
are, and each of them acting alone, is, hereby authorized and
directed for and in the name of and on behalf of the Agency, to
execute and deliver the Escrow Agreement in substantially the
form on file with the City Clerk, and presented to and considered
LAl-221204 V4/751.025-016 4 09/28/92
------- - -
2. The public health, safety, and general welfare require the
.r__ adoptl.on of the proposed a~dl!!-ent in that the reduced
parking permit will assist in the preservation of historic
buildings by providing an incentive to maintain the building
-
in active use, while the limitation on the size of the
addition constructed without the provision of additional
.
parking will mlnlmlze the project's impact on the
surrounding neighborhood.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA DOES
ORDAIN AS FOLLOWS:
SECTION 2. section 9.01.20.26.010, formerly Section 9133.1,
of Subchapter 10M of the Santa Monica Municipal Code are amended
to read as follows:
SUBCHAPTER 10M REDUCED PARKING PERMITS.
SECTION 9.04.20.26.010. purpose. A reduced parking permit
is intended to permlt the reduction of required automobile
parking spaces for senior housing, when shared parking, tandem
parking, or in-lieu parking fees are proposed as part of any
development, and under certain circumstances for landmarks and
historic districts.
SECTION 3. Section 9.04.20.26.030, formerly Section 9133.3,
of the Santa Monica Municipal Code is amended to read as follows:
SECTION 9.04.20.26.0304. Applicability. The Zoning
Administrator may grant a reduced parking permit for the
following:
- 3 -
-- ----- - - - -----
Attachment A
...:=-.......- Underwriters ~
Bank of America N.T. & S.A.
-
Bear, stearns & Co. Inc.
Dillon, Read & Co. Inc.
Goldman, Sachs & Co.
. Kemper Securities Group, Inc.
Kidder, Peabody & Co., Inc.
Lehman Brothers
Merrill Lynch & Co.
paineWebber Incorporated
Prudential Securities Incorporated
Stephens Inc.
Smith Barney, Harris Upham & Co., Inc.
LAl-221204 V4/7S1,025-016 7 09128/92
-- -------
..:r __ ~ ~
-
. Adopted and approved this 1 th day of October 1992.
I hereby certify that the foregoing Resolution No. 436(RAS)
was duly adopted by the Redevelopment Agency of the City of Santa
Monica at a meeting thereof held on October 13 1992, by the
following Agency vote:
Ayes: Agency Members: Abdo, Genser, Holbrook, Katz,
Olsen
Noes: Agency Members: None
Abstain: Agency Members: Vazquez
Absent: Agency Members: Zane
ATTEST:
/
/
~-/?~/D7~--
- Secretary I
- 1 -
,
RESOLUTION NO. 8484 (CCS)
..z:...... RESOLUTION OF THE CITY COUNCIL ~ TtiE CITY OF SANTA
MONICA PROVIDING FOR THE EXECUTION AND DELIVERY OF AN
AMENDED T.F.~SE AGREEMENT, A TRUST AGREEMENT, A PURCHASE
CONTRACT AND THE PREPARATION OF AN OFFICIAL STATEMENT,
- IN CONNECTION WITH THE ISSUANCE OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SANTA MONICA, LEASE REVENUE
BONDS, SERIES 1992 (DOWNTOWN REDEVELOPMENT REFUNDING
PROJECT OF 1992), AND OTHER MATTERS RELATED THERETO
.
wIIKREAS, the Redevelopment Agency of the City of Santa
Monica (the "Agency") and the city of Santa Monica (the "City")
previously entered into a Lease and option to Purchase dated as
of December 1, 1978 (the "Existing Leasen), pursuant to which the
Agency leased certain parking facilities (the uPropertyU) to the
City with an option to purchase the Property~ and
WHEREAB, the Agency and the city desire to amend and
restate the Existing Lease and the Agency desires to continue to
lease the Property to the City and the City desires to continue
to lease the Property from the Agency, pursuant to an Amended
Lease Agreement (as hereinafter defined) in consideration for
which the city will continue to make payments of base rental
(nBase RentalU) for the use and possession of the Property; and
the Agency will assign and transfer to Bank of America National
Trust and Savings Association, as trustee (the uTrustee") certain
of its rights, title and interest in and to the Amended Lease
Agreement including its right to receive payments of Base Rental
thereunder, by entering into a Trust Agreement (as hereinafter
defined); and
wIIKREAS, the city, the Agency and the Trustee will
enter into a Trust Agreement pursuant to which the Agency will
issue the Redevelopment Agency of the City of Santa Monica, Lease
Revenue Bonds, series 1992 (Downtown Redevelopment Refunding
Project of 1992) (the "Bondslf) for the purpose of providing
moneys which will be sufficient (i) to provide for the advance
refunding of the Redevelopment Agency of the City of Santa Monica
Parking Lease Revenue Bonds (Downtown Redevelopment project of
1978) (the "1978 Bonds") ~ and (ii) to pay costs incurred in
connection with the issuance, sale and delivery of the Bonds~ and
w~REAS, the City and the Agency desire to solicit
proposals from the underwriters listed on Attachment A hereto
(the "Underwriters") to purchase the Bonds from the Agency
pursuant to a Purchase contract (as defined herein)~ and
WBGREAS, the City is authorized to undertake all of the
above pursuant to its Charter and other applicable law of the
state of California;
LAl-227568 V2/75D,550-013 09/28192
-- - ------ - -
NOW THEREFORE, BE IT RESOLVED BY the City Council of
.s--... the city of Santa Monica, as follows:
~ -
SBCTION 1. The Form of Amended and Restated Lease and
Option to Purchase (the "Amended Lease Agreement.') on file with
the City Clerk, is hereby approved. The officers of the City
- are, and each of them acting alone is, hereby authorized and
directed, for and in the name of and on behalf of the City, to
execute and deliver the Amended Lease Agreement in substantially
the form on file with the city Clerk, and presented to and
6 considered at this meeting, with such changes therein as the
officer executing the same on behalf of the City may approve, in
his or her discretion, as being in the best interests of the
city, such approval to be conclusively evidenced by such
officer's execution and delivery thereof.
SECTION 2. The form of Trust Agreement (the "Trust
Agreement" ) on file with the City Clerk, is hereby approved. The
officers of the City are, and each of them acting alone is,
hereby authorized and directed, for and in the name of and on
behalf of the city, to execute and deliver the Trust Agreement in
substantially the form on file with the City Clerk, and presented
to and considered at this meeting, with such changes therein as
the officer executing the same on behalf of the City may approve,
in his or her discretion, as being in the best interests of the
city, such approval to be conclusively evidenced by such
officer's execution and delivery thereof.
SECTION 3. The form of Purchase Contract (the
"Purchase Contract"), by and among the underwriter to be selected
pursuant to this Section 4 (the "Underwriter"), the city and the
Agency and on file with the City Clerk, is hereby approved. The
officers of the City are, and each of them acting alone is,
hereby authorized and directed, for and in the name of and on the
behalf of the City, to (i) select the Underwriter, based on
proposals submitted by the Underwriters, that will be the
Underwriter for the Bonds, and (ii) execute and deliver the
Purchase Contract, substantially in the form on file with the
City Clerk and presented to and considered at this meeting, with
such changes therein (including but not limited to the inclusion
of the name of the Underwriter selected pursuant to the above
clause) as the officer executing the same on behalf of the City
may approve, in his or her sole discretion, as being in the best
interests of the city, such approval to be conclusively evidenced
by such officer's execution and delivery thereof. In connection
with the execution and delivery of said Purchase Contract, the
officer executing the same is further authorized and directed
negotiate the price and the interest rates for the Bonds to be
sold pursuant to such Purchase Contract up to a maximum principal
amount of $12,000,000, such that the true interest component of
payments to be made in connection with such Bonds shall not
exceed 8% of the aggregate principal amount thereof.
LAl-227568 V2/750,550-013 2 09/28/92
SBCTXON 4. The form of Preliminary official statement
(the npreliminary Official statement"), on file with the City
-=--- Clerk, is hereby approved and the u~of the Preliminary Official
statement in connection with the offering and sale of the Bonds
is hereby authorized and approved with such additions, deletions,
and changes as the officers of the Agency deem to be appropriate.
- The Preliminary Official statement shall be circulated for use in
selling the Bonds at such time as an officer of the city shall
determine that the Preliminary official statement is
substantially final within the meaning of Rule 15c2-12
. promulgated under the Securities Exchange Act of 1934 as amended,
said determination to be conclusively evidenced by a certificate
signed by such officer of the city.
SECTION 5. The preparation and delivery of a final
Official statement, and its use by the underwriter, in connection
with the offering and sale of the Bonds, is hereby authorized and
approved. The officers of the City are, and each of them acting
alone is, hereby authorized and directed, for and in the name of
and on behalf of the city to execute and deliver the final
official statement in substantially the form of the Preliminary
Official statement on file with the city Clerk, and presented to
and considered at this meeting, with such changes therein as the
officer executing the same on behalf of the City may approve, in
his or her discretion, as being in the best interests of the
city, and any amendment or supplement thereto, such approval to
be conclusively evidenced by the execution and delivery thereof.
SBCTXON 6. The officers of the City are, and each
acting alone is, hereby authorized and directed to take such
actions and execute such documents as are, in the opinion of the
City Attorney or O'Melveny & Myers, special counsel, desirable to
refund the outstanding 1978 Bonds.
SBCTXON 7. All actions heretofore taken by any officer
or officers of the City, with respect to the issuance and sale of
the Bonds, or in connection with or related to any of the
agreements referenced herein or the leasing of the Property, are
hereby approved, confirmed and ratified.
SECTXON 8. The officers of the city are, and each of
them acting alone is, hereby authorized and directed to take such
actions, and to execute and deliver any and all documents and
instruments and to do and cause to be done any and all acts and
things as may be necessary or proper to effectuate the purposes
of this Resolution. For purposes of this resolution, the
"officers of the City" shall include, but not be limited to, the
Mayor, the city Manager, the Director of Finance, the City
Attorney and the city Clerk.
LAl-227568 V2/750.550-013 3 09/28/92
SBCTION 10. The City Clerk shall certify to the
adoption of this Resolution, and thenceforth and thereafter the
-z"..-.... same shall be in full force and eff~. ~
APPROVED AS TO FORM:
-
~f
~ (ZsePh Lawrence,
. cting City Attorney
LAl-227566 V2/750,550-013 4 09/28/92
Attachment A
~-- Underwrit-e:r5 -
Bank of America N.T. & S.A.
-
Bear, stearns & Co. Inc.
Dillon, Read & Co. Inc.
Goldman, Sachs & Co.
. Kemper Securities Group, Inc.
Kidder, Peabody & Co., Inc.
Lehman Brothers
Merrill Lynch & Co.
paineWebber Incorporated
Prudential Securities Incorporated
Stephens Inc.
Smith Barney, Harris Upham & Co., Inc.
LAl-227568 V2/750,550-013 6 09/28/92
- ------ -- -- - --- --- - --- --
.
....'"""- ~ -
Adopted and approved this 13th day of October, 1992.
-
-
I hereby certify that the foregoing Resolution No. 8484(CCS)
was duly adopted by the City council of the city of Santa Monica
at a meeting thereof held on October 13, 1992 by the following
council vote:
Ayes: councilmembers: Abdo, Genser, Holbrook, Katz,
Olsen
Noes: Councilmembers: None
Abstain: councilmembers: Vazquez
Absent: Councilmembers: Zane
ATTEST:
f41h/~~
-Clty Clerk
.
,
RESOLUTION NO. 8485(CCS)
.z- __ RESOLUTION OF THE CITY COUNCIL-tSF THE CITY OF SANTA
MONICA PROVIDING FOR THE EXERCISE OF ITS OPTION TO
PURCHASE CERTAIN PROPERTY, THE ASSIGNMENT OF THE TITLE
THERETO, THE EXECUTION AND DELIVERY OF A LEASE
- AGREEMENT, A TRUST AGREEMENT, A PURCHASE CONTRACT AND
AN ESCROW AGREEMENT AND THE PREPARATION OF AN OFFICIAL
STATEMENT, IN CONNECTION WITH THE ISSUANCE OF THE
PARKING AUTHORITY OF THE CITY OF SANTA MONICA, T~~SE
. REVENUE BONDS, SERIES 1992 (CITY OF SANTA MONICA
REFUNDING PROJECT OF 1992), AND OTHER MATTERS RELATED
THERETO
wuRBAS, the Parking Authority of the City of Santa
Monica (the "Authority") and the City of Santa Monica (the
"City") previously entered into a Lease and Option to Purchase
dated as of August 1, 1986, (the "1986 Lease"), pursuant to which
the Authority leased certain parking facilities (the nproperty")
to the city with an option to purchase the Property; and
WHEREAS, the City wishes to exercise its option to
purchase the Property pursuant to the terms of the 1986 Lease and
to assign its title to the Property acquired thereby to the
Authority; and
WHEREAS, the City is authorized to purchase the
Property and to assign its title thereto to the Authority
pursuant to Article 1 of Chapter 5 of Division 3 of Title 4 of
the California Government Code, as amended (the "Law"); and
wuBREAS, the Authority desires to lease the Property,
pursuant to a new Lease Agreement (as hereinafter defined) in
consideration for which the City will make payments of base
rental ("Base Rental") for the use and possession of the
Property; and the Authority will assign and transfer to Bank of
America National Trust and Savings Association, as trustee (the
"Trustee") certain of its rights, title and interest in and to
the Lease Agreement including its right to receive payments of
Base Rental thereunder, by entering into a Trust Agreement (as
hereinafter defined); and
WHEREAS, the city, the Authority and the Trustee will
enter into a Trust Agreement pursuant to which the Authority will
issue the Parking Authority of the City of Santa Monica, Lease
Revenue Bonds, Series 1992 (City of Santa Monica Refunding
Project of 1992) (the lIBonds") for the purpose of providing
moneys which will be sufficient (i) to provide for the advance
refunding of the City of Santa Monica Certificates of
Participation (city of Santa Monica Refunding Project of 1986)
(the "1986 Certificates"); (ii) to finance other capital projects
LAl-220360 V3/750,550-013 09/28/92
of the city; and ( iii) to pay costs incurred in connection with
the issuance, sale and delivery of the Bonds; and
...r ......_ ~ --
W~REAS, the city and the Authority desire to solicit
proposals from the underwriters listed on Attachment A hereto
(the nUnderwriters") to purchase the Bonds from the Authority
- pursuant to a ?~rchase Contract (as defined herein); and
w~REAS, the City is authorized to undertake all of the
above pursuant to its Charter and other applicable law of the
. State of California;
BOW THEREFORE, BB IT RESOLVED BY the City Council of
the City of Santa Monica, as follows:
SBCT:IOB 1. The City hereby finds that it is for the
common benefit to exercise its option to purchase the Property
pursuant to the 1986 Lease, and to assign to the Authority the
City's title received thereby, in accordance with the Law. The
exercise by the City of its option to purchase the Property
pursuant to the 1986 Lease, and the assignment to the Authority
of the city's title received thereby, are hereby approved.
SECTIOB 2. The Form of Lease and option to Purchase
(the uLease Agreement") on file with the City Clerk, is hereby
approved. The officers of the City are, and each of them acting
alone is, hereby authorized and directed, for and in the name of
and on behalf of the City, to execute and deliver the Lease
Agreement in substantially the form on file with the city Clerk,
and presented to and considered at this meeting, with such
changes therein as the officer executing the same on behalf of
the city may approve, in his or her discretion, as being in the
best interests of the city, such approval to be conclusively
evidenced by such officer's execution and delivery thereof.
SECTION 3. The form of Trust Agreement (the uTrust
Agreement II) on file with the City Clerk, is hereby approved. The
officers of the city are, and each of them acting alone is,
hereby authorized and directed, for and in the name of and on
behalf of the City, to execute and deliver the Trust Agreement in
substantially the form on file with the city Clerk, and presented
to and considered at this meeting, with such changes therein as
the officer executing the same on behalf of the City may approve,
in his or her discretion, as being in the best interests of the
City, such approval to be conclusively evidenced by such
officer's execution and delivery thereof.
SECT:IOB 4. The form of Purchase Contract (the
"Purchase ContractU), by and among the underwriter to be selected
pursuant to this Section 4 (the uUnderwriterll), the city and the
Authority and on file with the city Clerk, is hereby approved.
The officers of the City are, and each of them acting alone is,
hereby authorized and directed, for and in the name of and on the
LAl-220360 V3/750,550-013 2 09/Z8/92
behalf of the City, to (i) select the Underwriter, based on
-=-- .......- proposals submitted by the Underwriters, that will be the
Underwriter for the Bonds, and (ii)~ecute and deliver the
Purchase Contract, substantially in the form on file with the
City Clerk, and presented to and considered at this meeting, with
such changes therein (including but not limited to the inclusion
- of the name of the Underwriter selected pursuant to the above
clause) as the officer executing the same on behalf of the City
may approve, in his or her sole discretion, as being in the best
interests of the city, such approval to be conclusively evidenced
. by such officer's execution and delivery thereof. In connection
with the execution and delivery of said Purchase Contract, the
officer executing the same is further authorized and directed to
negotiate the price and the interest rates for the Bonds to be
sold pursuant to such Purchase Contract up to a maximum principal
amount of $16,000,000, such that the true interest component of
payments to be made in connection with such Bonds shall not
exceed 8% of the aggregate principal amount thereof.
SEClJ!:ION 5. The form of the Escrow Agreement on file
with the City Clerk, is hereby approved. The officers of the
City are, and each of them acting alone is, hereby authorized and
directed, for and in the name of and on behalf of the City, to
execute and deliver the Escrow Agreement in substantially the
form on file with the City Clerk, and presented to and considered
at this meeting with such changes therein as the officer
executing the same on behalf of the city may approve, in his or
her discretion, as being in the best interests of the City, such
approval to be conclusively evidenced by such officer's execution
and delivery thereof.
SBCTION 6. The form of Preliminary Official statement
(the "Preliminary Official statementn), on file with the City
Clerk, is hereby approved and the use of the preliminary Official
statement in connection with the offering and sale of the Bonds
is hereby authorized and approved with such additions, deletions,
and changes as the officers of the Authority deem to be
appropriate. The Preliminary Official Statement shall be
circulated for use in selling the Bonds at such time as an
officer of the City shall determine that the preliminary Official
statement is substantially final within the meaning of Rule
15c2-12 promulgated under the Securities Exchange Act of 1934 as
amended, said determination to be conclusively evidenced by a
certificate signed by such officer of the City.
SBCTION 7. The preparation and delivery of a final
Official Statement, and its use by the Underwriter, in connection
with the offering and sale of the Bonds, is hereby authorized and
approved. The officers of the city are, and each of them acting
alone is, hereby authorized and directed, for and in the name of
and on behalf of the City to execute and deliver the final
Official Statement in substantially the form of the Preliminary
Official statement on file with the City Clerk, and presented to
LAl-220360 V3/750,550-013 3 09/28/92
. ~. . \
, ,
, \
. J _..
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, ( . .- . .
. - -
.q' BY:XERQx TELECOFIER 7e10 : 8-17-92 8:SeAM ; ~ 8186861Cl11;** ::
R(-M 3, 3.1991 8les P.
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cheCk ah..t. u.ed in connection with pr.~1.e. in.pection !
enforcement vis1~s, Our Los Angeles county diltr1ct offic.. will ;
notify your ottice of licensees who are foun~ 1n non-compliance ;
a. a result of ~hc.. pre.i..a inspaction.. I
I a~pr.ciat. your sU9gestions and hope the ~ea.ur.s outline~ I
above wi 1 be of a.siatance.
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Attachment A
-T~ Underwri~ -
Bank of America N.T. & S.A.
- Bear, stearns & Co. Inc.
Dillon, Read & Co. Inc.
Goldman, Sachs & Co.
. Kemper Securities Group, Inc.
Kidder, Peabody & Co., Inc.
Lehman Brothers
Merrill Lynch & Co.
paineWebber Incorporated
Prudential Securities Incorporated
Stephens Inc.
smith Barney, Harris Upham & Co., Inc.
LAl-220360 V3/750,550-013 6 09/28/92
-- - -- - --- - --- ---
..s- __ ~ ~
Adopted and approved this 13th day of October, 1992.
-
.
I hereby certify that the foregoing Resolution No. 8485(CCS)
was duly adopted by the City Council of the city of Santa Monica
at a meeting thereof held on october 13, 1992 by the following
Council vote:
Ayes: Councilmembers: Abdo, Genser, Holbrook, Ka tz ,
Olsen
Noes: Councilmembers: None
Abstain: Councilmembers: Vazquez
Absent: councilmembers: Zane
ATTEST:
/~/d~~
~ <- Ci ty- Clel7k
- ---- -- -
,
t
RESOLUTION NO. -lli. 6 (CCS)
-:r ___ RESOLUTION OF THE CITY COHNCIL OF THE CITY OF
SANTA MONICA APPROVING THE ISSUANCE AND SALE BY THE
REDEVELOPMENT AGENCY OF THE CITY OF SANTA MONICA OF ITS
OCEAN PARK REDEVELOPMENT PROJECTS TAX ALLOCATION
REFUNDING BONDS, SERIES 1992
-
. WHEREAS, the Redevelopment Agency of the City of Santa
Honica (the "Agency") has determined to issue and sell its Ocean
Park Redevelopment Projects Tax Allocation Refunding Bonds,
Series 1992, for the purpose of ( i) refunding the Agency's
outstanding Ocean Park Redevelopment project Tax Allocation
Bonds, Series 1988A and Series 1988B, and (ii) refinancing
certain indebtedness of the Agency evidenced by promissory notes
in accordance with applicable law and a resolution duly adopted
by the Agency (the "Resolution"); and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Santa Monica, as follows:
Section l. The issuance of Redevelopment Agency of the
city of Santa Monica, Ocean Park Redevelopment Projects Tax
Allocation Refunding Bonds, series 1992 by the Agency, as
provided in the Resolution is hereby approved.
Section 2. This Resolution shall take effect from and
after its adoption and approval.
APPROVED AS TO FORM
~~
~~
, SE H LAWRENCE
cting City Attorney
---
.
,
~"""'- ~
Adopted and approved this 13th day of October, 1992.
-
.
I hereby certify that the foregoing Resolution No. 8486(CCS)
was duly adopted by the city council ~f the city of Santa Monica
at a meeting thereof held on October 13, 1992 by the following
Council vote:
Ayes: Councilmembers: Abdo, Genser, Holbrook, Katz,
Olsen
Noes: councilmembers: None
Abstain: Councilmembers: Vazquez
Absent: councilmembers: Zane
ATTEST:
/:/
fa /)/ ~
,/{(/~&af v 4-/~ -- ~
~ ci ty Clerk I