RES-ORA-0331 Approving Issuance of 1997 Tax Allocation Parity Bonds Series A and Series BRESOLUTION NO. ORA-
0331 A RESOLUTION OF THE ORANGE
REDEVELOPMENT AGENCY APPROVING THE ISSUANCE OF ITS
TUSTIN STREET REDEVELOPMENT PROJECT 1997 TAX
ALLOCA-TION PARITY BONDS, SERIES A (THE "SERIES A
BONDS")AND THE TUSTIN STREET REDEVELOPMENT PROJECT
1997 TAXABLE TAX ALLOCATION PARITY BONDS, SERIES
B THE "SERIES B BONDS"), THE FORMS OF
TRUST INDENTURE, ESCROW DEPOSIT AND TRUST
AGREEMENTS,OFFICIAL STATEMENT AND BOND PURCHASE
AGREE-MENT, AUTHORIZING THE EXECUTIVE DIRECTOR TO
SET THE FINAL TERMS OF THE SALE OF THE BONDS,
AND APPROVING THE PAYMENT OF COSTS OF ISSUING
THE
BONDS WHEREAS, the Orange Redevelopment Agency (the "Agency") is a
redevelopment agency duly created, established and authorized to transact business and exercise its powers, all
under and pursuant to the Community Redevelopment Law, being Section 33000 and following of
the Health and Safety Code of the State of California, and the powers of the Agency include the
power to issue bonds for any of its corporate purposes;
and WHEREAS, a redevelopment plan, for a redevelopment project known as the
Tustin Street Redevelopment Project (the "Project"), has been adopted and approved and all
requirements oflaw for, and precedent to, the adoption and approval of said plan have been duly complied
with;
and WHEREAS, the Agency has heretofore issued its $4,000,000 ag'gregate
original principal amount Tustin Street Redevelopment Tax Allocation Bonds Issue of 1986 (the "
1986 Bonds") pursuant to Resolution No. ORA-0059 of the Agency adopted on August 12,
1986, pursuant to which the 1986 Bonds were issued and Bank of America National Trust and
Savings Association,successor to Security Pacific National Bank was named as Trustee of the 1986
Bonds; and WHEREAS, the Agency has heretofore issued its Tustin
Street Redevelopment Project Subordinated Taxable Tax Allocation Refunding Notes Issue of 1992 in the
aggregate original principal amount of $7,600,000 (the "1992 Notes" and, together with the 1986 Bonds,
the "Prior Bonds") pursuant to an Indenture of Trust (the "1992 Indenture") dated as of August 1, 1992
by and between the Agency and Bank of America National Trust and Savings
Association; and
WHEREAS, the Agency purposes to issue its Tustin Street Redevelopment Project
1997 Tax Allocation Bonds, Series A and its Tustin Stre€~t Redevelopment Project 1997 Taxable Tax
Allocation Bonds, Series B (the "Bonds"), the proceeds of which will be used to refund and defease
the 1986 Bonds and the 1992 Notes the repayment of which will be secured by tax increment
revenues from the Project; and
WHEREAS, there has been presented at this meeting a form of Trust Indenture
providing for the issuance of the Bonds; and
WHEREAS, there has been presented to this meeting a form of preliminary official
statement relating to the Bonds and a Bond Purchase Agreement between the Agency and E.J. De
La Rosa & Co., Inc. (the "Underwriter") pursuant to which the Underwriter has offered to purchase
the Bonds from Agency, all on the terms and conditions set forth therein.
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by
the Orange Redevelopment Agency, as follows:
SECTION 1. Approval ofIssuance of Bonds. The issuance of Orange Redevelop-
ment Agency Tustin Street Redevelopment Project 1997 Tax Allocation Bonds, Series A and Orange
Redevelopment Agency Tustin Street Redevelopment Project 1997 Taxable Tax Allocation Bonds,
Series B (the "Bonds"), in order to refund the Prior Bonds is hereby authorized and approved. The
Bonds shall be repayable from tax increment revenues from the Project on such terms with such liens
parity, subordinate or otherwise) as the Executive Director may determine.
SECTION 2. Trust Indenture. The form of Trust Indenture by and between the
Agency and First Trust of California, National Association, as trustee (the "Indenture"), presented
at this meeting is hereby approved and the Chairman or any other memoer of the Agency or the
Executiv€:: Director and the Secretary are hereby authorized and directed, for and in the name of and
on behalf of the Agency, to execute, acknowledge and deliver said Indenture in substantially the form
presented at this meeting with such insubstantial changes therein as the officers executing the same
may approve, such approval to be conclusively evidenced by the execution and delivery thereof.
Should it be determined by the Executive Director that it is desirable to issue the Series A Bonds and
the Series B Bonds with different priority claims to repayment from tax increment revenues from the
Project, each series of Bonds may be issued pursuant to a separate Indenture substantially in the form
presented at this meeting with such differences as are necessary or desirable to establish such different
priority rights.
SECTION 3. Appointment of Trustee. First Trust of California, National
Associat;,on is hereby appointed as Trustee pursuant to the Indenture, to take any and all action
provided for therein to be taken by the Trustee.
SECTION 4. Official Statement. The form of preliminary official statement relating
to the Bonds and presented to this meeting is hereby approved. The preparation of a final official
statement relating to the Bonds is hereby approved and th(: Executive Director is hereby authorized
and directed, for and in the name and on behalf of the Agency, to execute and deliver a final official
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statement <:ontaining such changes from the preliminary official statement as may be approved by the
Executive Director and the distribution of such preliminary and final official statements in connection
with the 5.ale of the Bonds is hereby authorized. The Executive Director is also authorized and
directed to deem the preliminary official statement final within the meaning of Rule 15c2-12 of
the Securities Exchange Act of 1934 (the "Rule"), omitting only such information as is permitted
under such Ruh:, to execute an appropriate certificate stating the Agency's determination that
the preliminary official statement has been deemed final within the meaning of such Rule, and to
execute and deliver the Continuing Disclosure Certificate in the form presented to this
meeting.SECTION 5. Forms of Bonds. The forms of the Bonds as set forth in the
Indenture as presented to this meeting are hereby approved and the Chairman and Secretary are
hereby authorized and directed to execute by manual or facsimile signature, in the name and on behalf of
the Agency and under its seal, such Bonds in either temporary and/or definitive form in the
aggregate principal amount set forth in the Indenture and all in accordance with the terms and provision of
the
Indenture.SECTION 6. Bond Purchase Agreement. The form of Bond Purchase
Agreement-the "Purchase Agreement") as presented to this meeting between the Agency and the
Underwriter and the sale of the Bonds pursuant thereto upon the terms and conditions set forth therein is
hereby approved, and subject to such approval and subject: to the provisions of Section 7 hereof,
the Chairman or any other member of the Agency or Executive Director or his designee is
hereby authorized and directed to evidence the Agency's acceptance of the offer made by the
Purchase Agreement by executing and delivering the Purchas€: Agreement in said form with such
changes therein as the officers executing the same may approve and such matters as are authorized by
Section 7 hereof, such approval to be conclusively evidenced by the execution and delivery
thereof.SECTION 7. Executive Director...AYthorized to Establish Final Terms of Sale
of Bonds. The Executive Director, based on such advice of Staff as he may deem necessary, is
hereby authoriz(:d and directed to act on behalf of the Agency to establish and determine (i) the
final principal amount of the various maturities of the Bonds, which amount shall not exceed $3,400,
000 in the aggregate for the Series A Bonds and $6,600,000 in the aggregate for the Series B Bonds; (
ii)the final interest rates on various maturities of the Bonds, provided that such rates shall not
exceed 6.50% per annum for any maturity of the Series A Bonds and 8.50% per annum for any maturity
of the Series B Bonds; (iii) the Underwriter's discount for the purchase of the Bonds, which
amount shall not exceed .0825 percent of the principal amount of the Bonds; and (iv) original issue
discount,ifany, (representing any discount passed through directly to the purchasers ofthe Bonds) which
shall not exceed 3.0 percent of the principal amount of the
Bonds.SECTION 8. Escrow Agreements. The forms of Escrow Deposit and
Trust Agreement by and between the Agency and First Trust of California, National Association, as
escrow holder (the "Escrow Agreement"), presented at this meeting is hereby approved and the
Chairman or any other member of the Agency or the Executive Director and the Secretary are
hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute,
acknowledge and deliver said Escrow Agreements in substantially the forms presented at this meeting with
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insubstantial changes therein as the officers executing the same may approve, such approval to be
conclusively evidenced by the execution and delivery thereof.
SECTION 9. Requisitions. The Executive Director, or his designee, is hereby
authorized and directed to execute one or more requisitions authorizing the Trustee to pay the costs
of issuing the Bonds from the proceedings of the Bonds and the moneys, if any, deposited by the
Agency with the Trustee for such purpose, all pursuant to the Indenture.
SECTION 10. Bond Insurance. The Executive Director, or his designee, acting in
the name of the Agency and on its behalf hereby is authorized and empowered to approve the
obtaining of a policy of insurance guaranteeing payment of all or a portion of the Bonds and, if
available and desirable, a reserve fund surety bond to replace a cash reserve fund for the Bonds upon
such terms, and conditions as may be approved by the Executive Director or his designee and the
Executive Director or his designee is authorized and empowered to executive any certificates or
agreement~; that may be required by the issuer of such insurance policy or surety bond.
SECTION 11. Filing of CDAC Notice. The Agency hereby approves the filing by _
Bond Counsel ofa notice of the Agency's intent to sell the Bonds with the California Debt Advisory-
Commission pursuant to Section 8855 of the California Government Code.
SECTION 12. Other Acts. The officers and staff of the Agency are hereby authorized
and directe:d, jointly and severally, to do any and all things (including, but not limited to, obtaining
a policy or policies of municipal bond insurance and/or a rating from a national rating agency with
respect to the Bonds), to execute and deliver any and all documents which in consultation with Staff
and Bond Counsel, they may deem necessary or advisable in order to consummate the issuance, sale
and delivery ofthe Bonds, or otherwise to effectuate the refunding of the Prior Bonds or otherwise
effectuate the purpose of this Resolution, and any and all such actions previously taken by such
officers or staff members are hereby ratified and confirmed
SECTION 13. Effective Date. This Resolution shall take effect upon adoption.
ADOPTED this nth day of ___Nay 1997.
ATTEST:
ClaAAA/t
Clerk, Orange Red
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I hereby certify that the foregoing Resolution was duly and regularly adopted by the Orange
Redevelopment Agency at a regular meeting thereof held on the 13th day of May
1997 by the following vote:
AYES: DIRECTORS: MURPHY, COONTZ, SPURGEON, ALVAREZ
NOES: DIRECTORS: NONE
ABSENT: DIRECTORS: SLATER
ABSTAIN: DIRECTORS: NONE
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