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HomeMy WebLinkAboutRDA Res 96-2 1996-12-09 I .'1 I RESOLUTION NO. q,-z RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF SEAL BEACH AUTHORIZING THE EXECUTION AND DELIVERY OF AN ASSET PURCHASE AGREEMENT, REDEMPTION OF ALL OF ITS OUTSTANDING SINGLE FAMILY SUBORDINATED MORTGAGE REVENUE BONDS, ISSUE OF 1984, APPROVING A SUPPLEMENTAL INDENTURE, APPOINTING A FINANCIAL ADVISOR AND SPECIAL COUNSEL AND DELIVERY OF ALL NECESSARY AND RELATED DOCUMENTS IN CONNECTION WITH THE FOREGOING ACTIONS WHEREAS, pursuant to a Trust Indenture, dated as of February 1, 1984 (the "Indenture"), by and between the Redevelopment Agency of the City of Seal Beach (the "Issuer") and First Trust of California, N.A., as successor to Security Pacific National Bank, as trustee (the "Trustee"), the Issuer has previously issued, sold and delivered its Single Family Subordinated Mortgage Revenue Bonds, Issue of 1984 (the "Bonds") in the original aggregate principal amount of $450,000 in order to provide funds for the acquisition of Home Mortgages (the "Mortgage Loans") made to qualified persons and families~ and WHEREAS, the sale of the single remaining Mortgage Loan pursuant to the Indenture, upon the direction of one hundred percent (lOOt) of the holders of outstanding Bonds, will allow the defeasance of the Indenture and provision for the redemption of the Bonds; and NOW, THEREFORE, BE IT RESOLVED by the Redevelopment Agency of the City of Seal Beach as follows: Section 1. The Asset Purchase Agreement, dated as of December 1, 1996 (the "Asset Purchase Agreement"), by and between the Issuer and the purchaser in substantially the fOJ:1l\ on file with the Secretary of the Agency and presented to this meeting, is hereby approved. The Executive Director (the "Designated Officer") or any official of the Agency designated by the Designated Officer, is hereby authorized to review the bids obtained by the Mortgage Advisor with respect to the sale of the Mortgage Loan and to award the Mortgage Loan to the highest responsible bidder (the "Purchaser"). The Designated Officer or any official of the Authority designated by the Designated Officer is hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver the Asset Purchase Agreement in substantially the fOJ:1l\ on file with the Secretary of the Agency and presented to this meeting, with such additions thereto or changes therein as such Designated Officer. or any official of the Agency designated by such Designated Officer, may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Asset Purchase Agreement by such Designated Officer, or any official of the Agency designated by such Designated Officer. Section 2. The Supplemental Indenture, dated as of December 1, 1996 (the "Supplemental Indenture"), by and between the Agency and the Trustee, in substantially the fOJ:1l\ on file with the Secretary of the Agency and presented to this meeting, is hereby approved. The Designated officer, or any official of the Agency designated by such Designated officer, are hereby authorized and directed, jointly and severally, for and in the name and on behalf of the Agency, upon direction from the holders of one hundred percent (lOOt) of the outstanding Bonds, to execute and deliver the Supplemental Indenture. Section 3. The Designated Officer, or any official of the Agency designated by such Designated Officer, are hereby authorized and directed, jointly and severally, for and in the name and on behalf of the Agency, to execute and deliver any and all necessary and related documents and take all other necessary and related actions to effectuate the actions described herein. " Resolution Number ~ -~ Section 4. Fulbright & Jaworski L.L.P. is hereby appointed as Special Counsel ("Special Counsel.) for the Agency in connection with the preparation and negotiation of the Asset Purchase Agreement on the terms and conditions set forth in their letter to the Agency dated December 3, 1996. The Designated Officer, or any official of the Agency designated by such Designated Officer, are hereby authorized and directed, jointly and severally, for and in the name and on behalf of the Agency, to execute and deliver such agreement regarding such appointment. Section 5. PAR Marketing, Inc. is hereby appointed as Mortgage I Advisor for the Agency in connection with the negotiation of the Asset Purchase Agreement on the terms and conditions set forth in its letter to the Agency regarding such appointment. The Designated Officer, or any official of the Agency designated by such Designated Officer, are hereby authorized and directed, jointly and severally, for and in the name and on behalf of the Agency, to execute and deliver such agreement regarding such appointment. Section 6. This Resolution shall take effect immediately upon its adoption. PASSED, APPROVED and ADOPTED by the Redevelopment Agency of the City of ~l Beach, Cal~ja, ~ a )peCial meeting thereof held on the ~ day of I. 'A~-'&. I'7A , 1996 by the following vote: ~ AYES: Agencymembe ABSENT: Agencymembers I NOES: Agencymembers ~~ STATE OF CALIFORNIA COUNTY OF ORANGE CITY OF SEAL BEACH ) ) SS ) .."r.-' ~~ - .....\\, \ ._-.-:....~, 0.." 1:1:-"'\'1 .~l <.0' c."~'." ~... C ~ i.....,.~..O .... ~.... '" ;it:!. .,"'c..'~ ~ i;j : '"e.... .J "; "'"' Zt I.. . !l " . . " z.... 0 .' " :0-.. ~ \ F';... I:.,.T . oJ ~ ,,~\ 1';:1 ..r if l~ ,./.:' '1,0.... - r" - l~..r.""....ooC:' .5 "'"",,-~$ I, Joanne M. Yeo, city Clerk of the City of Seal Beach, California, I do hereby certify that the ~g~ng resolution is a copy of the original Resolution Number - on file in the office of the City Clerk, passed, approv Ii and adopted' by the Redevelopment y of the city 9f/feal Be~at ~ meeting thereof held on the day of ~/hu~ , 1996.