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HomeMy WebLinkAboutResolution No. 6499 (Bonds Equireal Office Building)RESOLUTION NO. 6499 A RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF CITY OF SAN RAFAEL CERTIFICATE OF DEPOSIT REVENUE BONDS TO FINANCE THE CONSTRUCTION OF AN OFFICE BUILDING BY EQUIREAL DEVELOPMENT CORPORATION (EL MARINERO II PROJECT) WHEREAS, the City Council of the City of San Rafael (the "Ci ty") has, by Ordinance No. 1441, adopted by the Counci 1 on October 4, 1982, enacted the City of San Rafael Economic Develop- ment Revenue Bond Law (herein called the "Law"), authorizing and establishing a procedure for the issuance of revenue bonds by the City for the purpose of providing financing to participating parties for economic development purposes; and WHEREAS, the City Council of the City has, by Resolution No. 6414, adopted on October 4, 1982, preliminarily approved the issuance of revenue bonds to finance the acquisition and con- struction by EquiReal Development Corporation, a California corporation, (the "Company") of an office and retail building (the "Project"), to be located at Nos. 10 and 20 North San Pedro Road in the City; and WHEREAS, final approval of the terms of the issuance and sale of such bonds and various related matters is now sought. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of San Rafael, as follows: Section 1. Pursuant to the Law, revenue bonds of the City, designated "City of San Rafael Certificate of Deposit Revenue Bonds (El Marinero II Project) 1983 Series A" (the "Bonds"), in an aggregate principal amount not to exceed $3,500,000, bearing interest at a rate or rates not to exceed 13% per annum, and maturing not later than 20 years from the date of issuance thereof, are hereby authorized to be issued. Section 2. The proposed form of indenture of trust (the "Indenture"), between the City and Central Bank of Denver, A Banking Corporation (the "Trustee"), presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized RG - 1 - RESOLUT ION NO. _6_4_, __ _ and directed, for and in the name and on behalf of the City, to execute and deliver the Indenture in substantially said form, with such changes therein as such officer and the City Attorney may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. The date, maturity dates, interest rate or rates, interest payment dates, demoniminations, forms, registration privileges, manner of execution, place or places of payment, terms of redemption and other terms of the Bonds shall be as provided in said Indenture, as finally executed, subject to the limitations set forth in Section 1 above. Section 3. The proposed form of deposit agreement (the "Deposit Agreement"), among the City, the Trustee and Bell Savings and Loan Association (the "Lender"), presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Deposit Agreement in substantially said form, with such changes therein as such officer and the City Attorney may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 4. The proposed form of program agreement (the "Program Agreement"), among the City, the Lender and the Company, presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Program Agreement in substantially said form, with such changes therein as such officer and the City Attorney may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 5. Boettcher & Co., Inc. (the "Underwriter") is hereby designated as underwriter of the Bonds, and is hereby authorized to distribute and deliver an official statement to purchasers of the Bonds. The form and content of such official statement including any supplements or amendments thereto shall be subject to approval by the City Manager and City Attorney. Section 6. Sale of the Bonds by the City to the Under- writer, at any time within 180 days after the date of adoption of this resolution, is hereby approved. Such sale shall be pursuant - 2 - RESOLUTION NO. 6 3 -'---- to a bond purchase contract (the "Purchase Contract"), between the City and the Underwriter, in such form as may be approved by the City Manager and City Attorney. Section 7. Forms of the proposed Indenture, Deposit Agreement and Program Agreement shall be placed on file in the office of the City Clerk. Section 8. Bonds in an aggregate principal amount not to exceed $3,500,000 shall be executed by the manual or facsimile signature of the Mayor and the seal of the City or a facsimile thereof shall be affixed or imprinted thereon and attested by the manual or fascimile signature of the City Clerk. Section 9. The Bonds, when so executed, shall be delivered to the Trustee for authentication. The Trustee is hereby requested and directed to authenticate the Bonds by exe- cuting the Trustee's certificate of authentication appearing thereon, and to deliver the Bonds, when duly executed and authen- ticated, to the Underwriter in accordance with written instructions executed on behalf of the City by the Mayor or City Manager, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Underwriter upon payment of the purchase price thereof, which shall be not less than 96% of the principal amount of the Bonds, plus interest accrued from the date thereof to the date of such purchase. Section 10. The City Clerk is hereby authorized and directed to attest the signature of the Mayor and the City Manager and to affix and attest the seal of the City as may be requested in connection with the execution and delivery of the Bonds and the Indenture, Deposit Agreement, Program Agreement, Official Statement and Purchase Contract in accordance with this resolution. Section 11. All actions heretofore taken by the officers and agents of the City with respect to the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the officers of the City and their authorized deputies are hereby - 3 - RESOLUTION NO. 39 ~-- authorized and directed, jOintly and severally, to do any and all things and to execute and deliver any and all certificates and other documents which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds and otherwise to carry out, give effect to and comply with the terms and intents of this resolution, the Bonds and the Indenture, Deposit Agreement, Program Agreement, Official Statement and Purchase Contract. Section 12. This resolution shall take effect immedi- ately upon its passage. I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the Council of said Ci ty on Monday the 21st day of March , 1983, by the ------- following vote, to wit: AYES: COUNCILMEMBERS: Breiner, Frugoli, Jensen, Miskimen & Mayor Mulryan NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None " ~C: , n~ . J~ LEONe !,CitY Clerk 26 Aj17 - 4 -