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HomeMy WebLinkAboutRES NO 144-83RESOLUTION NO. ~_44-83 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAKERSFIELD AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF NOT TO EXCEED $7,000,000 PRINCIPAL AMOUNT OF CITY OF BAKERSFIELD FLEXIBLE DEMAND ECONOMIC REVENUE BONDS (HERITAGE HOTEL PROJECT) 1983 SERIES A AND APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the City of Bakersfield (the "City") is a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California and its Charter; and WHEREAS, the City has adopted its Ordinance No. 2737 ("Act") establishing an Industrial Development Bond Program regarding the financing of local development through the issuance of bonds for the purposes of expanding employment opportunities and trade and commerce within the City; and WHEREAS, Bakersfield Heritage Hotel Associates, Ltd. I, a general partnership ("Developer") has submitted an application for construction and permanent financing of five stories consisting of approximately 150 rooms of a ten story hotel generally located at the corner of Truxtun Avenue and "Q" street in the City ("Project"); WHEREAS, as an inducement to Developer to develop the Project, the City adopted its Resolution No. 136-83 on December 15, 1983, declaring its intent to issue approximately $7,000,000 in bonds to provide financing in connection with the Project and approving the provision of financing for the Project following a duly noticed public hearing in accordance with Section 103(k) of the Internal Revenue Code of 1954, as amended; and WHEREAS, the City Council desires to authorize the issuance, sale and delivery of not to exceed $7,000,000 aggregate principal amount of City of Bakersfield Flexible Demand Economic Revenue Bonds (Heritage Hotel Project) 1983 Series A (the "Bonds"); and WHEREAS, the Bonds would be issued in accordance with this Resolution and that certain Trust Indenture dated as of December 30, 1983 substantially in the form presented to the City Council at this meeting ("Trust Indenture"); and WHEREAS, the proceeds of the Bonds would be used to make a loan to provide permanent financing for the Project pursuant to that certain Loan Agreement dated as of December 30, 1983 substantially in the form presentea to the City Council at this meeting ("Loan Agreement"); and WHEREAS, there has been presented to the City Council at this meeting a form of a Bond Purchase Agreement (the "Bond Purchase Agreement") regarding the purchase of the Bonds by and among the City, Dean Witter Reynolds, Inc. and the Developer~ and WHEREAS, there has been presented to this City Council the form of a Contruction Fund Trust Agreement dated as of December 30, 1983 (the "Construction Fund Trust Agreement"); and WHEREAS, the City Council hereby determines that it is likely that the undertaking of the financing for the Project will be a substantial factor in the accrual of public benefits to the City from the use of the Project as proposed in the Developer's application and that the Project is a qualified activity under the Act and otherwise is in accordance for the purposes and requirements of the Act; and WHEREAS, the Act and the issuance of the Bonds provided for herein will serve legitimate public purposes and municipal affairs of the City by providing private enterprise with new methods of financing capital improvement projects that are beneficial to the City and its residents and by insuring that economic development within the City reflects the community's needs and objectives; and WHEREAS, the Developer has represented to the City that a major inducement in acquiring, renovating and rehabilitating the Project is the source of permanent financing provided under the Act. NOW, THEREFORE, the City Council of the City Bakersfield does hereby resolve as follows: SECTION 1: The City Council hereby authorizes the issuance, sale and delivery of Bonds under and subject to the terms of this Resolution, the Trust Indenture and the Bond Purchase Agreement for the purpose of providing funds for the permanent financing of the Project. The Bonds will be designated as the "City of Bakersfield Flexible Demand Economic Revenue Bonds (Heritage Hotel Project) 1983 Series A". SECTION 2: The Bonds issued pursuant to this Reolution and in accordance with the Trust Indenture shall be in substantially the form set forth in the Trust Indenture, with such appropriate variations, omissions and assertions as are permitted or required by this Resolution in accordance with the 6892P/2160/04 -2- further provisions hereof. The to~al principal amount of the Bonds for financing the Project shall be not to exceed $7,000,000. Interest with respect to the Bonds shall be payable at such rates and at such times as provided in the Trust Indenture and shall be subject to such other terms and conditions as set forth in the Trust Indenture, Loan Agreement and the Bonds. The Bonds shall be executed on behalf of the City by the manual facsimile signature of the Mayor, City Manager or such other officer of the City acting on their behalf, and attested by the manual facsimile signature of the City Clerk and shall have the seal of the City affixed thereon. The Bonds shall be authenticated by the Trustee in the manner set forth in the Trust Indenture and the Bonds. The Bonds may not be redeemed in whole or in part prior to the maturity thereof except in accordance with the terms of the Loan Agreement and the Trust Indenture. The principal of, redemption premium, if any, and interest on the Bonds are payable solely from the repayment of the Loan to the Developer as provided under the Loan Agreement. The Bonds, the principal of, redemption premium, if any, and interest thereon shall not be deemed to constitute a debt or liability in the City or the State of California for which is pledged the faith and credit of the City or the State of California and shall not give rise to any pecuniary liability to the City, or any of its officers, agents or employees. The Bonds, redemption premium, if any, and interest thereon do not constitute a charge, lien or encumbrance, legal or equitable, upon any property in the City, and the agreement of the City to perform to cause performance of the covenants and other provisions contained in the Bonds, the Trust Indenture and the Loan Agreement shall be subject at all times to the availability of proceeds, income, repayments or other funds furnished for such purpose an accordance with the Loan Agreement and the Trust Indenture, sufficient to pay all costs of such performance or the enforcement thereof. SECTION 3: The forms of the proposed Bonds, the Trust Indenture, the Loan Agreement, the Construction Fund Trust Agreement and the Bond Purchase Agreement and exhibits thereto are hereby approved in substantially the forms presented to the City Council at this meeting, with such changes thereto or changes therein as recommended or approved by bond counsel to the City. The Mayor, City Manager or such other officer of the City acting on their behalf are authorized and directed to execute, acknowledge and deliver by manual facsimile signature, the City Clerk of the City to attest the seal of the City to be affixed thereon, the Trust Indenture, Bond Purchase Agreement, the Construction Fund Trust Agreement and the Loan Agreement in the name of and on behalf of the City and such other documents as bond counsel shall consider appropriate in connection with the issuance of the Bonds and such of the documents, agreements and instruments as are necessary in the opinion of bond counsel to be executed on behalf of the City by the appropriate 6892P/2160/04 -3- official or staff person of the City to consummate the transaction contemplated hereunder, including, but not limited to, the City Attorney and the Redevelopment Administrator of the City. SECTION 4: The firm of Stradling, Yocca, Carlson & Rauth, a Professional Corporation, is appointed Bond Counsel at a fee of $25,000.00, plus out-of-pocket expenses; the fee is to be paid by the Developer or from the proceeds of the bond issue and the City does not assume any liability for the payment thereof. SECTION 5: This Resolution of issuance shall take effect immediately upon its adoption. PASSED, APPROVED AND ADOPTED at a special meeting of the City Council of the City of Bakersfield held on the 28th day of December, 1983, by the following vote, to-wit: AYES: Couneilmen; Barton, Christensen, Rockoff, Moore NOES: none Childs, Payne ABSENT: Councilman: Ratty ABSTAIN: none ATTEST: CITY OF BAKERSFr_E~,D APPROVED AS TO FORM: C~~ttorne~~y- 6892P/2160/04 -4-