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HomeMy WebLinkAboutResolution No. 92-R25I 11019-10 JHHW:ACH:xdg 04/24/92 RESOLUTION NO. 92-R25 RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA AUTHORIZING ISSUANCE OF NOT TO EXCEED $7,000,000 AGGREGATE PRINCIPAL AMOUNT OF MERGED PROJECT AREA TAX ALLOCATION BONDS, 1992 SERIES A, APPROVING AND AUTHORIZING AND DIRECTING EXECUTION OF INDENTURE OF TRUST RELATING THERETO, AUTHORIZING SALE OF SUCH BONDS, APPROVING OFFICIAL STATIIIIENT AND PROVIDING OTHER MATTERS PROPERLY RELATING THERETO WHEREAS, the Agency is authorized pursuant to the Community Redevelopment Law, being Part 1 of Division 24 (commencing with Section 33000) of the Health and Safety Code of the State of California (the "Law") to issue its tax allocation bonds for the purpose of financing redevelopment activities within and of benefit to its redevelopment project areas; WHEREAS, after due investigation and deliberation, the Agency has determined that it is in the interests of the Agency at this time to provide for the issuance of its Redevelopment Agency of the City of Azusa Merged Project Area Tax Allocation Bonds, 1992 Series A (the "Bonds"), for the purpose of providing funds to finance redevelopment activities within and of benefit to the Agency's Merged Project Area including the provision of certain public improvements and the acquisition of property for the construction of low and moderate income housing; WHEREAS, the Bonds are proposed to be issued pursuant to a First Supplement to Trust Indentures (the "Indenture") dated as of May 1, 1992, by and between the Agency and Bank of America National Trust and Savings Association formerly Security Pacific National Bank, as trustee; WHEREAS, the Agency proposes to sell the Bonds to the Azusa Public Financing Authority (the "Authority") which will concurrently sell the Bonds to Dean Witter Reynolds, Inc., as purchaser of the Bonds (the "Underwriter"), all on the terms and conditions herein set forth and as provided in the form of a Purchase Contract (the "Purchase Contract") on file with the Secretary, WHEREAS, the Underwriter has caused to be prepared an Official Statement describing the Bonds, the preliminary form of which is on file with the Secretary; and WHEREAS, the Agency, with the aid of its staff has reviewed the Indenture, the Purchase Contract and the Official Statement; and the Agency wishes at this time to approve the foregoing in the public interests of the Agency; 0 0 NOW, THEREFORE, BE IT RESOLVED by the Redevelopment Agency of the City of Azusa, as follows: Section 1. Issuance of Bonds; Approval of Indenture. The Agency hereby authorizes the issuance of the Bonds under and pursuant to the Law and the Indenture, in the aggregate principal amount of not to exceed $7,000,000. The Agency hereby approves the Indenture in substantially the form thereof on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director, including, without limitation, the addition to the Indenture of the final principal amount (not to exceed $7,000,000), the final annual maturity amounts and the final interest rates payable with respect to the Bonds as contained in the Purchase Contact hereinafter approved, and execution of the Indenture shall be deemed conclusive evidence of the Agency's approval of such additions or changes. The Chairman and Secretary of the Agency are hereby authorized and directed to execute, attest and affix the seal of the Agency to the Indenture for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the Indenture. Section?. Sale of Bonds The Agency hereby authorizes the sale of the Bonds to the Authority for concurrent resale by the Authority to the Underwriter pursuant to and in accordance with the Purchase Contract in substantially the form on file with the Secretary together with any additions thereto or changes therein approved by either the Chairman or the Executive Director (or the written designee of either), whose execution thereof shall be conclusive evidence of such approval. The Agency hereby delegates to both the Chairman and the Executive Director (and to the written designee of either) the authority to accept an offer from the Underwriter to purchase the Bonds from the Authority and to execute the Purchase Contract for and in the name and on behalf of the Agency; provided, however, that the stated average annual interest rate payable with respect to the Bonds shall not exceed eight and one half percent (8 1/2%) per annum, and the purchase price paid by the Underwriter for the purchase of Bonds shall be not less than ninety-seven percent (97%) of the par amount thereof, excluding any original issue discount on the Bonds. Section 3. Official Statement. The Agency hereby approves the preliminary Official Statement describing the Bonds, in substantially the form on file with the Secretary, together with any changes therein or additions thereto necessary or convenient to cause the preliminary Official Statement to describe accurately matters pertaining to the Bonds. The Underwriter is hereby authorized to distribute the preliminary Official Statement in connection with the marketing of the Bonds, and, prior to the distribution of the preliminary Official Statement, the Executive Director is authorized and directed on behalf of the Agency, to deem the preliminary Official Statement "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934. The Executive Director is hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as the Executive Director shall deem advisable to cause the final Official Statement to describe accurately the Bonds and matters contained in the Purchase Contract, the Indenture and the related proceedings -2- 0 0 and actions and to execute (or to cause to be so executed by his written designee) said final Official Statement for and in the name and on behalf of the Agency. Section 4. Official Action. All actions heretofore taken by the officers and agents of the Agency with respect to the issuance of the Bonds are hereby approved, confirmed and ratified. The Chairman, the Executive Director, Secretary, the Director of Finance and the General Counsel of the Agency and any and all other officers of the Agency are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions (including, but not limited to, requisitions for payment of costs of issuance of the Bonds), agreements (including, but not limited to, agreements in customary form providing for investment of the proceeds of the Bonds as further provided in the Indenture), notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the sale, issuance and delivery of the Bonds to the Authority and the Underwriter pursuant to the documents approved herein. Section b. Effective Date. This resolution shall take effect from and after the date of approval and adoption thereof. PASSED AND ADOPTED this 4th day of May, 1992, by the following vote: AYES: DANGLEIS, MADRID, NARANJO, ALEXANDER, MOSES NOES: NONE ABSENT: NONE (SEAL) -3-