HomeMy WebLinkAboutRES NO 35-93 RESOLUTION NO. $ 5 - 9 3
RESOLUTION OF THE COUNCIL OF THE CITY OF BAKERSFIELD CONFIRMING
THAT A PUBLIC HEARING WAS HELD WITH RESPECT TO AND AUTHORIZING
THE ISSUANCE, SALE AND DELIVERY OF NOT TO EXCEED $12,000,000
CITY OF BAKERSFIELD HOSPITAL REVENUE BONDS
(BAKERSFIELD MEMORIAL HOSPITAL) AND
TAKING CERTAIN OTHER ACTIONS IN
CONNECTION WITH THE FOREGOING
WHEREAS, the City of Bakersfield (the "City") is a
municipal corporation and charter city duly organized and
existing under a freeholders' charter pursuant to which the City
has the right and power to make and enforce all laws and
regulations in respect to municipal affairs and certain other
matters in accordance with and more particularly provided in
Sections 3, 5 and 7 of Article XI of the Constitution of the
State of California and Section 12 of the Charter of the City
(the "Charter");
WHEREAS, the City Council of the City (the "Council"),
acting under and pursuant to the powers reserved to the City
under Sections 3, 5 and 7 of Article XI of the Constitution of
the State of California and Section 12 of the Charter, has
established by the adoption of the City of Bakersfield Health
Facilities Financing Bond Law (the "Law") a procedure for the
authorization, issuance and sale of revenue bonds by the City for
the purpose, inter alia, of providing financing for health
facilities as specified therein;
WHEREAS, at the request of Bakersfield Memorial
Hospital (previously known as Greater Bakersfield Memorial
Hospital Association) (the "Corporation"), the City has
determined to issue a series of revenue bonds in the principal
amount of not to exceed twelve million dollars ($12,000,000) (the
"Bonds"), for the purpose of providing moneys to make a loan to
the Corporation to assist in financing the construction,
renovation, acquisition, furnishing and equipping of certain of
the Corporation's health facilities in the City;
WHEREAS, pursuant to section 147(f) of the Internal
Revenue Code of 1986 (the "Code"), the Bonds are required to be
approved by the elected representative of the issuer of the Bonds
following a public hearing;
WHEREAS, this City Council is the elected representa-
tive of the City of Bakersfield; and
WHEREAS, this City Council has caused a notice to
appear in the Bakersfield Californian, which is a newspaper of
general circulation in the City of Bakersfield, on March 8, 1993,
to the effect that a public hearing would be held by this City
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Council on March 24, 1993, regarding the issuance of the Bonds,
in an amount not to exceed $12,000,000, and the nature and
location of the project;
WHEREAS, assisting in the foregoing promotes the
purposes of the Law, is in the public interest, serves a public
purpose, promotes the health, welfare and safety of the citizens
of the City, and constitutes a municipal affair; and
WHEREAS, all conditions and things required by the Law
and by all other laws of the State of California to exist, to
have happened or to have been performed precedent to and in
connection with the issuance, sale and delivery of all or part of
the remaining portion of the Bonds exist, have happened and have
been performed in regular and due time, form and manner as
required by the Law and the City is now duly authorized and
empowered pursuant to each and every requirement of law, to issue
the said bonds.
NOW, THEREFORE, BE IT RESOLVED by the City Council of
the City of Bakersfield, as follows:
Section 1. The City Council of the City of Bakersfield
(the "Council") does hereby find and declare that the above
recitals are true and correct.
Section 2. The Council hereby confirms that it held
said public hearing on March 24, 1993, at which time an
opportunity was provided for the public to present arguments both
for and against the issuance of the Bonds and the nature and
location of the project.
Section 3. This Council hereby approves the project
and the issuance of the Bonds for the purposes of, and in
accordance with the terms of, section 147(f) of the Code.
Section 4. The issuance, sale and delivery of the
Bonds in one or more series with such designation as may be
determined (including as part of the series of bonds authorized
pursuant to Resolution No. 175-92 and confirmed pursuant to
Resolution No. 10-93, in a principal amount not to exceed sixty
five million dollars ($65,000,000), which together with the Bonds
may be designated as the City of Bakersfield Hospital Revenue
Bonds (Bakersfield Memorial Hospital), Series 1993A, in a
principal amount of not to exceed twelve million dollars
($12,000,000) is hereby authorized.
Section 5. The Council does hereby find and declare
that the issuance, sale and delivery of the Bonds is a municipal
affair and proper public purpose.
Section 6. The proposed form of Bond Indenture, dated
as of April 1, 1993 (the "Indenture"), between the City and the
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trustee to be designated therein (the "Trustee"), presented at
this meeting, is hereby approved, and the Mayor, City Manager or
Finance Director are hereby authorized, for and in the name and
on behalf of the city, to execute, acknowledge and deliver to the
Trustee said Indenture in substantially said form, with such
changes therein as the officers executing the same, with the
advice of the City Attorney, may approve, such approval to be
conclusively evidenced by the execution and delivery thereof.
The date, maturity date, interest rate or rates, 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.
Section 7. The proposed form of Loan Agreement, dated
as of April 1, 1993 (the "Loan Agreement"), between the City and
the Corporation, presented at this meeting, is hereby approved,
and the Mayor, City Manager or Finance Director, are hereby
authorized, for and in the name and on behalf of the City, to
execute, acknowledge and deliver said Loan Agreement in
substantially said form, with such changes therein as the
officers executing the same, with the advice of the City
Attorney, may approve, such approval to be conclusively evidenced
by the execution and delivery thereof.
Section 8. The Mayor, or the Mayor's designated
representative, is hereby authorized to execute, for and in the
name and on behalf of the City and under its seal, the Bonds in
an aggregate principal amount not to exceed twelve million
dollars ($12,000,000) in accordance with the terms of the
Indenture.
Section 9. The proposed form of Bond Purchase
Agreement, between Shearson Lehman Brothers Inc. (the
"Underwriter") and the City, as presented to this meeting, is
hereby approved, and the Mayor, City Manager or Finance Director,
are hereby authorized, for and in the name and on behalf of the
City, to execute, acknowledge and deliver said Bond Purchase
Contract in substantially said form, with such changes therein as
the officers executing the same, with the advice of the City
Attorney, may approve, such approval to be conclusively evidenced
by the execution and delivery thereof.
Section 10. The proposed form of Official Statement
relating to the sale of the Bonds, as presented to this meeting
is hereby approved, and the Mayor, City Manager, or Finance
Director, are hereby authorized, for and on behalf of the City,
to execute said official Statement in substantially said form,
with such changes therein as the officers executing the same,
with the advice of the City Attorney, may approve, such approval
to be conclusively evidenced by the execution and delivery
thereof.
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Section 11. The Underwriter is hereby authorized to
distribute said official Statement, with such changes therein as
may be approved or required by the City Attorney, to the
purchasers of the Bonds and to distribute the Official Statement
in preliminary form to potential purchasers of the Bonds.
Section 12. The Bonds, when executed pursuant to this
resolution, shall be delivered to the Trustee for authentication.
The Trustee is hereby requested to authenticate said bonds by
executing the Trustee's certificate of authentication appearing
thereon, and to deliver said bonds, when duly executed and
authenticated, to the purchaser or purchasers thereof, in
accordance with written instructions executed on behalf of the
City by the Mayor, City Manager or Finance Director, which
instructions said officers are hereby authorized and directed, in
the name and on behalf of the City, to execute and deliver to the
Trustee. Said instructions shall provide for the delivery of
said bonds to the purchaser or purchasers thereof upon payment of
the purchase price thereof.
Section 13. The officers of the City are hereby
authorized and directed, jointly and severally, to do any and all
things and to execute and deliver any and all documents,
including all things and documents necessary to procure bond
insurance or other credit enhancement, which they may deem
necessary or advisable in order to consummate the issuance, sale
and delivery of the Bonds and otherwise to effectuate the
purposes of this resolution, including the execution and delivery
of any documents which they may deem necessary or advisable in
order to procure insurance or other credit enhancement with
respect to the Bonds.
Section 14. This resolution shall take effect
immediately upon its passage.
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I HEREBY CERTIFY that the foregoing Resolution was
passed and adopted by the Council of the City of Bakersfield at a
regular meeting thereof held on the 24th day of March, 1993, by
the following vote:
AYES:
McDermott, Edwards, DeMond, Smith, Kane, Salvaggio
NOES: None
ABSENT: Brunni
ABSTAINING:
None
of
APPROVED THIS 24t~h day of March ,
MAYOR of the city of Bakersfield
1993
APPROVE~s to ~rm:
R. Michael Bacon, Orrick,
& Sutcliffe, Bond Counsel
COUNTERSIGNED:
Herrington
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