RES-OB-0077 Tax Allocation From Successor AgencyRESOLUTION NO.OB -0077
A RESOLUTION OF THE OVERSIGHT BOARD OF
THE SUCCESSOR AGENCY TO THE ORANGE
REDEVELOPMENT AGENCY APPROVING THE
SUCCESSOR AGENCY'S ISSUANCE OF TAX
ALLOCATION REFUNDING BONDS AND TAKING
RELATED ACTIONS.
WHEREAS, the Orange Redevelopment Agency (the "Former Agency ") was a
redevelopment agency duly formed pursuant to the Community Redevelopment Law, set forth in
Part 1 of Division 24 of the Health and Safety Code of the State of California ( "HSC "); and
WHEREAS, pursuant to AB X1 26 (enacted in June 2011) and the California Supreme
Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal.
4th 231 (2011), the Former Agency was dissolved as of February 1, 2012; the Successor Agency
to the Orange Redevelopment Agency (the "Successor Agency ") was constituted as the successor
to the Former Agency; and an Oversight Board to the Successor Agency (the "Oversight Board ")
was established; and
WHEREAS, before dissolution, the Former Agency issued multiple series of bonds under
a Trust Indenture, dated as of May 1, 1997 (the "Master Indenture "), as amended and
supplemented by a First Supplement to Indenture of Trust, dated as of September 1, 2003 (the
First Supplement "), a Second Supplement to Indenture of Trust (the "Second Supplement ")
and a Third Supplement to Indenture of Trust (the "Third Supplement "), each dated May 1, 2008;
and
WHEREAS, such bonds issued by the Former Agency included the Former Agency's
Orange Merged and Amended Redevelopment Project Area 2008 Tax Allocation Bonds, Series A
the "2008A Bonds "); and
WHEREAS, after the Former Agency's dissolution, the Successor Agency issued a series
of refunding bonds in 2014, pursuant to the Master Indenture, as previously amended and
supplemented, and further amended and supplemented by a Fourth Supplement to Indenture of
Trust, dated as of December 1, 2014 (the "Fourth Supplement "), by and between the Successor
Agency and U.S. Bank National Association, as trustee (the "Trustee "); and
WHEREAS, the Master Indenture, as amended and supplemented by the First
Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement, is referred
to herein as the "Indenture "; and
WHEREAS, the Successor Agency desires to refund the outstanding 2008A Bonds; and
WHEREAS, pursuant to HSC Section 34177.5(a), the Successor Agency is authorized to
issue bonds (the "Refunding Bonds ") to refund all or a portion of the 2008A Bonds (the
Refunded Bonds "), to provide savings to the Successor Agency, provided that:
A) the total interest cost to maturity on the Refunding Bonds plus the principal
amount of the Refunding Bonds shall not exceed the total remaining interest cost to maturity on
the Refunded Bonds, plus the remaining principal of the Refunded Bonds to be refunded, and
B) the principal amount of the Refunding Bonds shall not exceed the amount
required to defease the Refunded Bonds, to establish customary debt service reserves and pay
related costs of issuance; and
WHEREAS, the Refunding Bonds will be issued under the authority of HSC Section
34177.5 and Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of
Title 5 of the California Government Code; and
WHEREAS, the Refunding Bonds will be issued pursuant to, and will be secured by a
pledge of property tax revenues as provided in, the Indenture and a fifth supplement to the
Indenture (the "Supplemental Indenture "); and
WHEREAS, proceeds from the sale of the Refunding Bonds will be used to: (i) provide
funds for the defeasance and redemption of the Refunded Bonds (either through the establishment
of a defeasance escrow or direct payment thereof on the redemption date), and (ii) pay costs of
issuance of the Refunding Bonds; and
WHEREAS, the City Council of the City of Orange (the "City "), acting as Governing
Board of the Successor Agency, has adopted its Resolution No. SAORA -029 on April 10, 2018
the "Successor Agency Resolution "), authorizing the Successor Agency's issuance of the
Refunding Bonds, in one or more series, in an aggregate principal amount not exceeding $29
million and authorizing the Successor Agency's execution and delivery of a Supplemental
Indenture (substantially in the form on file with the Secretary of the Successor Agency and a copy
of which is on file with the Clerk of the Oversight Board); and
WHEREAS, the Oversight Board has received a copy of the Successor Agency
Resolution; and
WHEREAS, there has been presented to the Oversight Board an analysis of the potential
debt service savings that will accrue as a result of issuance of the Refunding Bonds; and
WHEREAS, pursuant to HSC Sections 34177.5(f) and 34180, the issuance of the
Refunding Bonds is subject to the Oversight Board's prior approval; and
WHEREAS, the Oversight Board desires to adopt this Resolution to approve the issuance
of the Refunding Bonds.
RES -OB -0077 -2-
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NOW, THEREFORE, THE OVERSIGHT BOARD OF THE SUCCESSOR
AGENCY TO THE ORANGE REDEVELOPMENT AGENCY, HEREBY FINDS,
DETERMINES, RESOLVES, AND ORDERS AS FOLLOWS:
Section 1. The above recitals are true and correct and are a substantive part of this
Resolution.
Section 2. The Successor Agency Resolution is hereby approved. Without limiting the
foregoing, the Oversight Board hereby approves the issuance of the Refunding Bonds, in one or
more series, in an aggregate principal amount not exceeding $29 million, pursuant to the provisions
of HSC Section 34177.5. The Oversight Board approves the pledge of the property tax revenues
to secure the Refunding Bonds pursuant to the terms of the Indenture, as supplemented by the
Supplemental Indenture.
Section 3. The members of this Oversight Board and the staff of the Successor Agency
are hereby authorized, jointly and severally, to do all things which they may deem necessary or
proper to effectuate the purposes of this Resolution.
ADOPTED this 19th day of April 2018.
f
TeresA E. Smith
Chairperson of the Oversight Board to the
Successor Agency of the Orange Redevelopment Agency
ATTEST:
Mary Mu by
Clerk of the Oversight Board
RES -OB -0077 -3-
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I hereby certify that the foregoing Resolution was duly and regularly adopted by the
Oversight Board of the Successor Agency to the Orange Redevelopment Agency at a regular
meeting thereof held on the 19th day of April 2018, by the following vote:
AYES:BOARD MEMBERS:Smith, Buttress, Christensen, Remland, Schulze
NOES:BOARD MEMBERS:None
ABSENT:BOARD MEMBERS:Davert
ABSTAIN:BOARD MEMBERS:None
IJ d4d
Mary Mu by
Clerk of the Oversight Board
RES -OB -0077 -4-
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