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HomeMy WebLinkAbout84-50 - Economic Development Revenue Bonds - 301 Victoria Street1 7 RESOLUTION NO. 84-50 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COSTA MESA, CALIFORNIA, CONCERNING THE ISSUANCE OF ECONOMIC DEVELOPMENT REVENUE BONDS FOR A PROJECT AT 301 VICTORIA STREET. WHEREAS, the City of Costa Mesa (hereinafter referred to as CITY) is a municipal corporation duly organized and existing under the laws of the State of California; and WHEREAS, 301 Victoria, Incorporated, a corporation, (hereinafter referred to as COMPANY), has requested that the CITY undertake a project (hereinafter referred to as PROJECT) consisting of financing the acquisi- tion, construction, remodeling, and additional equipping of a 99 -bed volun- tary short-term critical care hospital for its use, to be located at 301 Victoria Street within the boundaries of the CITY; and WHEREAS, the CITY desires to assist the COMPANY in the financing of the PROJECT; and WHEREAS, the COMPANY requires satisfactory assurance from the CITY that the proceeds of the sale of bonds to the CITY will be made available to it to assist in the financing of its PROJECT, and the CITY requires satisfactory assurance frau the COMPANY that certain costs of issuing bonds will be paid by the COMPANY; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Costa Mesa as follows: SECTION 1. The City Council finds and determines that the financing of the PROJECT will be in furtherance of public purposes and will promote the health, safety, and welfare of the residents of the CITY, and that it is necessary and essential and a proper public purpose that the PROJECT be financed at the earliest practicable date. SECTION 2. The City Council further finds and determines that the PROJECT is consistent with the General Plan of the City. SECTION 3. The CITY shall proceed to prepare, or cause to be pre- pared, the documentation necessary for the CITY to issue, at one time or fran time to time, econanic development revenue bonds or certificates of participation of the CITY (hereinafter referred to as BONDS) in the esti- mated aggregate principal amount not to exceed TEN MILLION DOLLARS ($10,000,000.00) to finance the PROJECT; provided that, prior to commencing such preparation, the CITY and the COMPANY shall have entered into a letter of agreement, a copy of which is attached hereto, marked Exhibit "A" and incorporated herein by reference. The City Clerk is hereby directed to transmit said letter of agreement to the COMPANY, and the City Manager is hereby authorized to execute said letter of agreement and all other neces- sary implementation documents for and in the name and on behalf of the CITY. SECTION 4. The BUNDS shall be payable solely frau the revenues to be received by the CITY pursuant to a loan or other agreement to be entered into by the CITY and the COMPANY in connection with the financing of the PROJECT, and shall not be deemed to constitute a debt or liability of the CITY under any constitutional or statutory debt limitation. Neither the faith and credit nor the taxing power of the CITY shall be pledged to the payment of the principal or premium, if any, or interest on the BONDS. SECTION 5. Issuance of the BONDS shall be subject to the following conditions: (a) The CITY and the COMPANY shall have first agreed to mutually acceptable terns for the BONDS and the sale and delivery thereof and mutually acceptable terms and conditions for the loan or other agreement for the financing of the PROJECT; and (b) All requisite governmental approvals shall have first been obtained. SECTION 6. It is the purpose and intent of the CITY that this Resolution constitutes official action toward the issuance of obligations by the CITY for the PROJECT in accordance with the regulations promulgated by the United States Department of Treasury under Section 103 of the Internal Revenue Code of 1954, as amended. SECTION 7. This Council hereby finds and determines that all of the actions of the CITY concerning and relating to the adoption of this Resolu- tion were adopted in a public meeting of the CITY, in compliance with all legal requirements, including the law. SECTION 8. This Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this 16th day of Apr ATTEST: p City Clerk of the City of Costa Ifesa Mayor STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF COSTA MESA ) I, EILEEN P. PHINNEY, City Clerk and ex -officio Clerk of the City Council of the City of Costa Mesa, hereby certify that the above and fore- going Resolution No. 84-50 was duly and regularly passed and adopted by the said City Council at a regular meeting thereof, held on the 16th day of April, 1984, by the following roll call vote: AYES: COUNCIL MEMBERS: Hall, Johnson, Hertzog, Schafer NOES: COUNCIL MEMBERS: McFarland ABSENT: COUNCIL MEMBERS: None IN WITNESS WHEREOF I have hereunto set my hand and affixed the Seal of the City of Costa Mesa this 17th day of April, 1984. . p City Clerk and ex -officio Clerk 27 the City Council of the City of Cos Mesa 4L5YpMFs9 CITY OF COSTA MESA o/ ,a �►.i CALIFORNIA 92626 P. O. BOX 1200 o� FROM THE OFFICE OF THE CITY MANAGER N gPORRTE� April 16, 1984 ro p 301 Victoria, Incorporated rr- r 301 Victoria Street Z m r.o- Costa Mesa, California 92627 r• rt o z - Re: City of Costa Mesa Economic Development Revenue Bonds Proposed for 301 Victoria Project coN I Gentlemen: C) 0 The purpose of this letter is to set forth certain terms and condi- tions under which the City of Costa Mesa (hereinafter referred to as CITY) will assist 301 Victoria, Incorporated, in the financing of its proposed project for the acquisition, construction, remodeling, and additional equipping of a 99 -bed voluntary short-term critical care hospital for its use, to be located in Costa Mesa, California, (hereinafter referred to as PROJECT). By signing and returning the enclosed copy of this letter, 301 Victoria, Incorporated, a California corporation, (hereinafter referred to as PARTICIPATING PARTY) hereby agrees to the following: 1. The PARTICIPATING PARTY agrees to pay all reasonable costs involved in the issuance of the Bonds, including by way of example and not limitation, fees and disbursements of bond counsel and an underwriter, fees and disbursements of finan- cial advisor and other experts engaged by the PARTICIPATING PARTY or by the CITY in connection with the issuance of the Bonds, bond printing, and other printing costs, publication costs, and costs incurred in order to obtain ratings for the Bonds. Such costs may be paid from proceeds of the Bonds. In the event that Bonds are not issued within two years for any reason, the PARTICIPATING PARTY agrees that it will reimburse the CITY for all such costs, and this Agreement shall thereupon terminate. 2. The PARTICIPATING PARTY agrees to pay the reasonable cost of preparation of any studies, reports, or other documents necessary to be prepared by or for the CITY to comply with the California Environmental Quality Act. 3. The PARTICIPATING PARTY agrees to pay any and all reasonable costs incurred by the CITY in connection with any legal action challenging the issuance or validity of the Bonds or use of the proceeds thereof. 77 FAIR DRIVE (714) 754-5327 301 Victoria, Incorporated April 16, 1984 Page Two 4. The PARTICIPATING PARTY shall have the right to review any contract which the CITY proposes to execute and for payments under which the PARTICIPATING PARTY will be responsible pur- suant to this letter of agreement. o in 5. The CITY agrees to proceed with the planning and preparation00 i of the necessary proceedings for the offering of the Bonds for sale to finance the PROTECT. The PARTICIPATING PARTY o understands that this letter of agreement does not exempt it 4, (, from any requirements of the CITY, or any departmental agency -4 v thereof or other governmental body, that would apply in the -4 7 ro absence of the proposed BOND financing, arca compliance with 6 o a such requirements is an express precondition to the issuance of the Bonds by the CITY; and further, that neither the execution of this letter of agreement nor the passage of the accanpanying Resolution obligate CITY to carry out the issuance of the Bonds, but instead, these acts are done to further investigate the desirability of such issuance. Very truly yours, FRED SORSABAL City Manager City of Costa Mesa FS:me CONFIRMED AND ACCEPTED: By: t C. President, 301 Victoria, Incorporated, a Title corpora ion to e ormed Dated: ! ' Exhibit "A"