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HomeMy WebLinkAboutRES NO 151-89RESOLUTION NO. 151-89 RESOLUTION OF THE COUNCIL OF THE CITY OF BAKERSFIELD CONCERNING THE EXECUTION AND DELIVERY OF CERTIFICATES OF PARTICIPATION TO FINANCE CERTAIN HEALTH CARE FACILITIES FOR AMG INTERNATIONAL WHEREAS, the City of Bakersfield, a municipal corporation and charter city duly organized and existing under and pursuant to the Constitution and laws of the State of California (the "City"'), is authorized under provisions of the California Government Code, particularly Chapter 5 of Part 2 of Division 3 of Title 4 thereof (the "Act"), to purchase, sell and lease both personal and real property for the common benefit and as is necessary or proper for municipal purposes; WHEREAS, AMG International, a nonprofit corporation organized under the nonprofit corporation law of the State of New Jersey and an organization described in Section 501(c) (3) of the Internal Revenue Code of 1986, as amended (the "Corporation") has proposed that the City provide financing for the acquisition of certain skilled nursing care facilities located within the City (the "Health Facilities"), including but not limited to certain additions, improvements and betterments to the Health Facilities and such facilities as are appurtenant or related thereto, acquisition of equipment and payment of fees and expenses incurred in connection with the foregoing financing, which financing shall be accomplished by means of a lease and sublease arrangement (the "Project"); WHEREAS, the City has full legal right, power and authority under its Charter and the Act to purchase, sell and lease real and personal property for the common benefit and as necessary or proper for municipal purposes; and is WHEREAS, the City now desires to give its preliminary approval to such financing; NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Bakersfield, California, as follows: Section 1. The Council of the City hereby finds and determines that it is for the common benefit of the City and its residents and it is necessary and proper for municipal purposes within the terms of the Act that the city assist the Corporation in financing the Project in the manner hereinafter in this Resolution provided in order to provide essential health care services and facilities to the residents of the City, and to aid in containing costs for such health care services and facilities and thereby enable the Corporation to establish lower rates and charges than would otherwise prevail and to provide better service to the citizens of the City at such rates and charges. Unless the city intervenes to provide such financing, such rates and charges may increase at an ever-accelerating pace because the Corporation cannot obtain financing at an equivalent cost from private sources. Section 2. Pursuant to the Act, a lease and sublease financing through the execution and delivery of certificates of participation (the "Certificates") in an aggregate principal amount of not to exceed $9,000,000 is hereby authorized in order to finance the Project. through the lease and sublease of the Health Facilities to the Corporation. Section 3. The Certificates, representing proportionate interests in payments received by the City from the Corporation pursuant to the sublease, shall be payable solely from such sublease payments. The financing hereby authorized shall be consummated subject to the conditions that: (i) the City by resolution shall have first agreed to acceptable final terms and conditions for the lease and sublease agreements and all other documents and agreements to be executed by the City in connection with such financing, (ii) all requisite governmental approvals shall have first been obtained, (iii) the City's obligations under the lease and sublease agreements with the Corporation shall be payable solely from payments received from the Corporation pursuant to the sublease agreement, and neither the taxing power nor the full faith and credit of the City shall be pledged to the payment of or interest on any such lease or sublease agreements, nor shall the city incur any liability by reason of its participation in this financing; and (iv) the Corporation shall have agreed to pay or cause to be paid: (A) an issuer's fee of not to exceed 40 basis points to the city; and (B) all costs of issuance. Section 4. The City Clerk is hereby authorized and directed to prepare and submit for publication in the Bakersfield Californian a notice conforming to the requirements of the Internal Revenue Code of 1986 of a public hearing to be held by the City on the subject of the execution and delivery of the Certificates. Section 5. Buchalter, Nemer, Fields & Younger, A Professional Corporation, Los Angeles, California, is hereby designated special counsel to the City with respect to the financing hereby authorized. Section 6. This resolution shall take effect immediately upon its passage. Dated: August 30, 1989 ATTEST: City Clerk Mayor APPP, OVED AS TO FORlf: Cit~ At~Orn~ey .... ~-- I, CAROL ¥~ILLIAHS _, City Clerk of the City of Bakersfield, certify that the foregoing resolution was adopted by the Council of the City of Bakersfield, at a regular meeting held on the 30th day of August, 1989, by the following vote: AYES: CO! !~'~'~ILMEM BENS: ANTHONY, DeMOND, S MIT:'-I, RATFY, PETERSON, McDERMOTT, SALVAGGIO ABSENT: COUNCILMEMBErS Non ~. ~,BSTAIN: COONCILMEMBERS: None