HomeMy Public PortalAbout93-036 (04-14-93)RESOLUTION NO. 93-36
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD,
CALIFORNIA AUTHORIZING THE EXECUTION AND DELIVERY OF A
LEASE/PURCHASE AGREEMENT, A SITE LEASE, AND AN ESCROW
AGREEMENT IN CONNECTION WITH THE FINANCING AND REFINANCING
OF CERTAIN PUBLIC CAPITAL IMPROVEMENTS AND CERTAIN OTHER
ACTIONS IN CONNECTION WITH THE FOREGOING
WHEREAS, the City Council of the City of Lynwood (the
"City") desires to finance and refinance the costs of certain
Public Capital Improvements and Working Capital and other costs
as those terms are defined in the Marks-Roos Local Bond Pooling
~, Act of 1985, constituting Article 4, Chapter 5, Division 7,
Title 1 (commencing with Section 6584) of the California
Government Code, as amended (the "Act"), by refinancing the
City Hall Complez and the City Corporation Yard (the
"Property") to be more particularly described in that certain
Lease/Purchase Agreement, dated as of April 1, 1993 (the
"Lease"), by and between the City and the Lynwood Public
Financing Authority (the "Authority');
WHEREAS, the proceeds from the refinancing of the Property
will be applied to the financing of certain capital
improvements to City-owned properties, to the advance refunding
of the City's Share of the Prior Certificates (described
below), to fund a Reserve Fund with respect to the Lease, and
to pay certain of the costs incurred in connection with the
ezecution and delivery of the Lease (collectively referred to
herein as the 'Project°); and
WHEREAS, to enhance the security for the City's payment of
lease payments due under the Lease (the •Leaae Payments') the
City has, pursuant to Section 37351.5 of the Government Code of
the State of California, elected to make available for the
payment of Leaae Payments its allocated share of motor vehicle
license Ease to the eztent such funds are collected by the
State Controller and available to the City sad the City is
otherwise unable to make the Lease Payments from the City's
General Fund; and
WHEREAS, the City has participated in the ezecution and
delivery of the 513,235,000 Certificates of Participation (the
"Prior Certificates') evidencing undivided fractional interests
of the owners thereof in lease payments to be made by one or
more of the cities of Hermosa Beach, Lynwood and Vernon
(California) to the Independent Cities Leaae Finance Authority
(the "ICLFA"); and
WHEREAS, in connection with the ezecution and delivery of
the Prior Certificates the City entered into a Lesae Agreement,
dated as of December 1, 1989, with ICLFA (the 'Prior Lesae•);
and
. WHEREAS, a portion of the Prior Certificates (the 'City's
Share of the Prior Certificates') represent intereata in lease
payments made by the City pursuant to the Prior Lesae; and
WHEREAS, the City has determined that it is in the best
~, intereata of the City to provide for the prepayment of the
City's lease payments under the Prior Leaae and, as a result
thereof, to refund the City's Share of the Prior Certificates;
and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Lynwood as follows:
1. The proposed form of Site Lesae (including all
Exhibits thereto), dated as of April 1, 1993, between the City
and the Authority, presented to thin meeting is hereby
approved. The Mayor, the City Manager, or such other official
of the City as the Mayor shall designate are hereby authorised
and directed, for and in the name and on behalf of the City, to
ezecute and deliver the Site Lesae in substantially acid form,
provided that the rental payment specified in Section 3 thereof
shall not a:ceed eight million seven hundred thousand dollars
(58,700,000), and with such other changes therein as the City
Attorney and the City Manager may require or approve,
including, after consultation with Clayton Brown fi Associates,
the financial advisor to the City (the 'Financial Advisor'),
the designation of the buildings that shall comprise the
Property that is the subject matter of the Site Lease, such
approval to be conclusively evidenced by the ezecution and
delivery thereof.
thereto),Tdatedoasaof Aprilol,L1993,(betweennthelCityhandtthe
Authority, presented to this meeting, is hereby approved. The
City Council specifically finds and declares that the
representations of the City set forth in Section 2.1 of said
form of Lease are true and correct. The Mayor, the City
Manager, or such other offical of the City as the Mayor shall
designate are hereby authorized and directed, for and in the
name and on behalf of the City, to ezecute and deliver the
Lease in substantially acid form, with ouch changes therein as
the City Attorney and the City Manager may require or approve,
including, after consultation with the Financial Advisor, the
designation of the buildings identified in the first whereas
clause of this resolution that shall comprise the Property that
is the subject matter of the Lease, such approval to be
conclusively evidenced by the ezecution and delivery thereof;
so long as (i) the principal amount of the Lease does not
ezceed 68,700,000; (11) the net interest coat of the Lease does
not ezceed eight percent (Bt) per annum; and (iii) the term of
the Lease does not ezceed 25 years. The payment dates,
interest components, terms of prepayment and other terms of the
Lease Payments shall be as provided in the. Lease, as finally
ezecuted. -
3. The proposed form of Escrow .Agreement (the 'Escrow
Agreement•), dated as of April 1, 1993, among the City and
Seattle-First National Hank, as escrow agent, presented to this
meeting is hereby approved. The Mayor, the Citp Manager, or
such other official of the Citp as the Mayor shell designate
are hereby authorized and directed, for and in the name and on
behalf of the City, to ezecute and deliver the Escrow Agreement
in substantially acid form, with such chsngea therein as the
City Attorney and the City Manager may require or approve, such
approval to be conclusively evidenced by the ezecution and
delivery thereof. The ezecution of the Escrow Agreement will
evidence the appointment by the City of the Escrow Agent named
therein.
Forma of the proposed Sits Lease, Lease, and Escrow
Agreement, as presented to this meeting, are on file in the
office of the City Clerk.
4. The City Clerk is hereby authorized and directed to
attest the signature of the Mayor, the City Manager, os their
designees as appropriate, and to affiz and attest the seal of
the City as may be required in connection xith the ezecution
and delivery of the Sita Leese, Lease, and Escrow Agreement in
accordance with this resolution.
5. The City Council hereby elects, pursuant to Government
Code Section 37351.5, to guarantee lease payments to be made by
the City under the Lease sad authorises and directs the -
Director of Finance of the City to aotifp the Controller of the,
State of California of such election, which notice shall
include a schedule of lease payments to be made by the City
under the Lease and shall identify the trustee appointed by the
City to effectuate the payment provisions pursuant to such
guarantee, and to take such other action as msy be necessary to
effectuate such guarantee.
6. The actions of the Mayor, the City Attorney, the City
Manager, the Director of Finance and the City Clerk authorised
by this resolution may be performed by any person or persons
designated and authorized in writing to ao act by any such
officer.
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7. The officers of the City are hereby authorized and
directed, jointly and severally, to do any and all things and
to ezecute and deliver any and all documents which they may
deem necessary or advisable in order to consummate the ezecu-
tion and delivery of the documents approved in this resolution,
to carry out the financing of the Project as contemplated by
such documents, and otherwise to carry out, give effect to and
comply with the terms and intent of this resolution and the
documents approved hereby. Nothing in this resolution shall be
deemed to require the officers of the City to execute any of
the documents to which the City is a party or to proceed with
the consummation of the transaction described in this
resolution if the City Manager, the Director of Finance and the
City Attorney shall have determined, after consultation with
the Financial Advisor, it is not in the beat interest of the
City to proceed with the financing contemplated and approved by
this resolution.
8. The Mayor, the City Manager, the Director of Finance
and the City Attorney and any person or persona designated and
authorized to ao act by any. such officer are hereby authorized
and directed to ezecute such letters, certificates, agreements,
papers or instruments and to take such other steps and do such
acts and things as 1n their judgment may be necessary,
appropriate or desirable in order to carry out the terms and
provisions of the Lease, the 81te Lease, and the Escrow
Agreement and to consummate the transactions herein and therein
contemplated.
9. All of the acts taken by the Citp Manager, the City
Attorney, the Director of Finance, the Mayor or other officers
of the City, which have been undertaken to date or which shall
be undertaken with respect to the planning, negotiation,
authorization, approval or implementation of the financing are
hereby ratified, confirmed and approved in all respects.
11. This resolution shall take effect immediately upon its
passage.
10. The recitals and findings set forth in this resolution
are hereby approved and confirmed.
ADPTED, SIGNED AND APPROVED this lith dap of April, 1993,
by ,the following vote:
AYES: COUNCILMEMBER BYRD, HEINE, WELLS, RICNARDS
NOES: NONE
ABSTENTIONS: COUNCILMEMBER REA
ABSENT: NONE
Mayor
City of Lynwood
~ ATTEST:
CLERIC'S CEATIFIGTE
I, _ Andrea L. Hooper City Clerk of the City of L
California, certify that~the foregoing resolution was adopted
by the City Council of the City of Lynwood, California, at a
special meeting held on the 14th day of April, 1993
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
I, the undersigned, City Clerk of the City of Lynwood, do hereby
certify that the foregoing resolution was passed and adopted by the City
Council of the City df Lynwood at a regular meeting held on the 14th
day of April 1993. And passed by the following vote:
AYES: COUNCILMEMBER BYRD, HEINE, WELLS, RICHARDS
NOES: NONE
ABSENT: NONE
ABSTAIN: COUNCILMEMBER REA
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
I, the undersigned, City Clerk of the City of Lynwood, and Clerk
of the City Council of said City hereby certify that'the above and foregoing
is a full, true and correct copy of Resolution No. 93-36 on file in my
office and that said resolution was adopted on the date there in stated.
Dated this 14th day of April 1993.