RES-ORA-0249 Authorizing Issuance of Subordinated Taxable Tax Allocation Refunding NotesRESOLUTION NO. ORA-
0249 RESOLUTION OF THE ORANGE
REDEVELOPMENT AGENCY AUTHORIZING THE ISSUANCE, SALE
AND DELIVERY OF SUBORDINATED TAXABLE
TAX ALLOCATION REFUNDING NOTES IN AN AMOUNT OF
NOT TO EXCEED SEVEN MILLION SIX HUNDRED
THOUSAND 7,600,000) FOR THE TUSTIN STREET
REDEVELOPMENT PROJECT, APPROVING THE FORM OF INDENTURE
OF TRUST, BOND PURCHASE AGREEMENT
AND PREUMINARY OFFICIAL
STATEMENT.WHEREAS, the Orange Redevelopment Agency (herein referred to as the "
Agency")is a redevelopment agency (a public body, corporate and politic) duly created, established
and authorized to transact business and exercise its powers, all under and pursuant to the
Community Redevelopment Law [part 1 of Division 24 (commencing with section 33000) 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, the Agency has previously authorized the issuance of tax
allocation bonds in connection with the Tustin Street Redevelopment Project (the "Senior Lien Bonds");
and WHEREAS, the Agency wishes to authorize and seD at this time not more
than 7,600,000 in aggregate principal amount of Subordinated Taxable Tax Allocation Refunding
Notes,Issue of 1992 to provide moneys to refund the Agency's Subordinated Taxable Tax Allocation
Notes,Issue oJ 1990 in connection with the Tustin Street Redevelopment Project;
and WHEREAS, an Indenture of Trust, a Note Purchase Agreement, an
Official Statement and all other necessary and related documents in connection with the issuance, sale
and delivery of the Notes have been presented and provided to the Agency;
and WHEREAS, it is in the public interest and for the public benefit that the
Agency issue, sell and deliver such Notes to refund a prior issue of notes;
and WHEREAS, the Agency has elected to sell the Notes punuant to negotiated
sale.NOW, TIlEREFORE, TIlE ORANGE REDEVELOPMENT AGENCY
DOES HEREBY RESOLVE AS
FOLLOWS:SEcnON
1:lallaftlOA ~~ and Deliv~ Authorized. The iqllafV'ja, sale and delivery of an
aggregate principal amount of not to exceed Seven Million Six Hundred Thousand Dollars
S7,60C]I,(lOO) (or such lesser amount as may be approved by the Executive Director) of the
ORANGE REDE~I.PPMENT AGENCY, TIJSTIN STREET REDEVELOPMENTPROJEcr,
SUBORDINATED TAXABLE TAX ALLOCATION REFUNDING NOTES, ISSUE OF 1992
hereml sometimes referred to as the "Notes-), in aa:ordance with the law, is hereby authorized.
The final note size shall be determined by the Executive Director, Th~ Notes shall be dated
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August 1, 1992, shall bear interest, shall mature and shall be otherwise issued upon the terms and
conditions set out in and in conformity with the Indenture of Trust. The form, terms and provisions
of the Notes and the provisions for the signatures, authentication, payment, registration, transfer,
exchange, redemption and number shall be as set forth in the Indenture of Trust. The Proceeds
of the Notes are hereby authorized to be applied to refund the prior issue of notes, all as provided
in the Indenture of Trust.
SECflON 1;.
The Indenture of Trust, by and between the Agency and Bank of America National
Trust & Sa.vings Association, as trustee (the "Trustee") dated as of August 1, 1992 (the "Indenture
of Trust"), in substantially the form attached hereto as Exhibit A and presented to this meeting, is
hereby approved. Bank of America National Trust & Savings Association is hereby appointed as
Trustee wader the Indenture of Trust. The Finance Director or Assistant Finance Director-
Redevelopment of the Agency are hereby authorized and directed, for and in the name and on
behalf of die Agency, to execute and deliver the Indenture of Trust in substantially the form
attached hereto as Exhibit A, with such additions thereto or changes therein as Mudge Rose
Guthrie Alexander & Ferdon, Bond Counsel, Stradling, Yocca, Carlson & Rauth, Special Agency
Counsel and such officer may require or approve, such approval to be conclusively evidenced by the
execution and delivery of the Indenture of Trust by such officer, or any official of the Agency
designated by such officer.
SECflON~:
The Note Purchase Agreement by and between the Agency and Miller & Schroeder
Financial, Inc. (the "Underwriter") (the "Note Purchase Agreement.), in substantially the form
attached hereto as Exlubit B and presented to this meeting, and the sale of the Notes pursuant
thereto, are hereby approved, The Finance Director or Assistant Finance Director-
Redevelopment,are hereb3r authorized and directed, for and in the name and on behalf of the Agency, to accept
the offer of tbe Underwriter to purchase the Notes contained in the Note Purchase Agreement at
an interest rate not to exceed eight and one-half percent (8'h%) per annum and to execute
and deliver the Note :Purchase Agreement in substantially the form attached hereto as
Exhibit B.
SECflO~U:The Preliminary Official Statement relating to the Notes (the "
Preliminary Official Statemen1t"), in substantially the form attached hereto as Exhibit C and presented to
this meeting,is hereby .approved. The F;n.~ Director or Assistant Finance Director-
Redevelopment Cerk are hereby authorized and directed, for and in the name and on behalf of the Agency,
to deliver the Preliminary Official Statement to the Underwriter in substantially the form
attached hereto as Exlubit C, and to aecute and deliver an Official Statement, with such additions
thereto or changes therein as Bond Counsel, A.getJDJ Counsel or such officer may require or approve,
such approval -,to be condusively evidenced by the eltecution and delivery of the Preliminary Official
Statement and Official Statement by such officer or any official of the Agency desipated by such
officer, The Agency hereby authorizes and approves the use of the Prelim;n." Official Statement
and Official Statemell,t and any dOc1iment in the Preliminary Official Statement and Official
Statement in connecti<tn with the public offering and sale of
theNotes.111]\UII\6OMO\RESOLtm.
DOC 2
SECTION 5:
Further
Acts: The Finance Director or Assistant Finance Director-Redevelopment
of the Agency and any other appropriate official of the Agency are hereby authorized and directed
to take any and all necessary and desirable steps to accomplish the delivery of the bonds referenced
above, including the execution of any and all required closing documents.
SECTI~:
Effective Date. This Resolution shall take effect upon adoption.
SECTION 7:
The Agency Clerk shall certify to the adoption of this Resolution and shall cause this
resolution and its certification to be filled in the Office of the Agency Oerk.
ADOPIED this~ day of July . 1.992.
ORANGE REDEVELOPMENT AGENCY
A1TEST:
I hereby certify that the foregoing Resolution was duly and regularly adopted by the
Orange Redevelopment Agency at a regular meeting thereof held on the2..1... day of July . 1992,
by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
DIRECTORS:
DIREcroRS:
DIREcroRS:
DIREcroRS:
BARRERA,
MAYOR BEYER, COONTZ NONE
STEINER,
SPURGEON NONE
J ;
W (,.. ~
O;~&;:~, .-/ . meii1~~~
L,;
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