RES-8186 Approving Installment Purchase Financing - California Statewide Communities Development AuthorityRESOLUTION NO. 8186
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ORANGE APPROVING AN INSTALLMENT PURCHASE
FINANCING TO BE UNDERTAKEN BY THE CALIFORNIA
STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY
TO BENEFIT ST. JOSEPH HEALTH SYSTEM AND ST. JOSEPH
HOSPITAL OF ORANGE
WHEREAS, St. Joseph Health System and St. Joseph Hospital of Orange, each a
California nonprofit public benefit corporation (the "Corporations"), have requested that the
California Statewide Communities Development Authority (the "Issuer") participate in an
installment purchase financing (the "Financing") for an acute hospital facility and certain
administrative facilities related thereto (the "Facilities") located within the City of Orange (the
City"), to finance and refinance certain acquisition, construction, rehabilitation, remodeling
and other capital projects with respect to the Facilities; and
WHEREAS, in connection with the Financing, the Issuer, the Corporations and certain
of the Corporations' affiliated entities will enter into an installment purchase agreement (the
Purchase Agreement") under which the Corporations will sell the Facilities to the Issuer and
the Issuer will agree to make payments (the "Installment Payments") to the Corporations for
the purchase thereof; and
WHEREAS, certificates of participation (the "Certificates") in an aggregate principal
amount not to exceed Two hundred ten million dollars ($210,000,000.00), each representing a
proportionate undivided interest in the Installment Payments, will be executed, delivered and
sold in connection with the Financing; and
WHEREAS, pursuant to Section l47(t) of the Internal Revenue Code of 1986 (the
Code"), the Financing and the issuance of the Purchase Agreement by the Issuer must be
approved by the City because the Facilities are located within the territorial limits of the City;
and
WHEREAS, the City Council of the City (the "City Council") is the elected legislative
body of the City and is one of the applicable elected representatives required to approve the
Financing and the issuance of the Purchase Agreement under Section l47(t) of the Code; and
WHEREAS, the Issuer has requested that the City Council approve the Financing and
the issuance of the Purchase Agreement in order to satisfy the public approval requirement of
Section 147(t) of the Code and the requirements of Section 9 of the Joint Exercise of Powers
Agreement (the "Agreement"), dated as of June I, 1988, among certain local agencies,
including the City; and
WHEREAS, pursuant to Section 147(t) of the Code, the City Council has, following
notice duly given, held a public hearing regarding the Financing and the issuance of the
Purchase Agreement, and now desires to approve the Financing and the issuance of the
Purchase Agreement.
NOW THEREFORE, the City Council of the City of Orange resolves as follows:
Section I. The City Council hereby approves the Financing and the Purchase
Agreement. It is the purpose and intent of the City Council that this Resolution constitute
approval of the Financing and the issuance of the Purchase Agreement (and the execution and
delivery of the certificates of participation related thereto) for the purposes of (a) Section
l47(t) of the Code by the applicable elected representative of the governmental unit having
jurisdiction over the area in which the Facilities are located, in accordance with said Section
l47(t) and (b) Section 9 of the Agreement.
Section 2. 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 which
they deem necessary or advisable in order to carry out, give effect to and comply with the
terms and intent of this Resolution and the financing transaction approved hereby.
Section 3. This Resolution shall take effect immediately upon its adoption by the City
Council, and the City Clerk shall certify to the vote adopting this Resolution.
ADOPTED this 18th day of May 1993.
AITEST:
171 L#'&Y--:n 2 :;b;?;?:&!d'-:;n/City
Clerk of tf(eCity of Ot.ingeI
hereby certify that the foregoing Resolution was duly and regularly adopted by the City
Council of the City of Orange at a regular meeting thereof held on the 18th day of May ,
1993 by the following vote:A
YES: COUNCIL MEMBERS: SPURGEON. BARRERA, MAYOR BEYER. COONTZ. MURPHY NOES:
COUNCIL MEMBERS: NONE ABSENT:
COUNCIL MEMBERS: NONE ABSTAIN:
COUNCIL MEMBERS: NONE 7?
d;J.'d~ (J'f-5J:-!->;rf'A'!?.c?d'&CityClerk
of e Cit4 etange RESO NO,
8186 mab:b:
resos:stioseph SR-518A