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HomeMy WebLinkAboutRESOLUTIONS - 01012003 - 2003-498 BOARD OF DIRECTORS OF THE COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY RESOLUTION NO. 001/-A% — RESOLUTION AUTHORIZING AND RATIFYING THE ISSUANCE AND SALE OF COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY LEASE REVENUE BONDS (VARIOUS CAPITAL PROJECTS), 2003 SERIES A; AUTHORIZING AND CONFIRMING THE FORMS AND THE EXECUTION OF A FIFTH SUPPLEMENTAL TRUST AGREEMENT, A FIFTH AMENDMENT TO FACILITY LEASE, A FIFTH AMENDMENT MASTER SITE LEASE, AN ASSIGNMENT AND ASSUMPTION OF LEASE, A LEASE TERMINATION AGREEMENT AND AN ACCEPTANCE OF GRANT DEED AND AUTHORIZING THE RECORDATION THEREOF; RATIFYING AND CONFIRMING THE SALE OF THE BONDS; AND APPROVING ALL ACTIONS TAKEN IN CONNECTION THEREWITH. WHEREAS,this Beard of Directors (this`Board")of the County of Contra Costa Public Financing Authority (the "Authority")by Resolution No. 2003/428 adopted July 8, 2003, has authorized the issuance and sale of the County of Contra Costa Public Financing Authority Lease Revenue Bonds (Various Capital Projects), 2003 Series A (the "Bonds") in order to finance and refinance various capital projects for the County of Contra Costa(the"County") and to pay the costs of issuing the Bonds; WHEREAS, the County has previously entered into a Facility Lease with purchase option, dated as of March 1, 2000, as amended and supplemented by the First Amendment to Facility Lease, dated as of January 15, 2002 (the "Oak Grove Lease"), with Transamerica Public Finance LLC, as assignee of Transocean Financing Corporation, as lessor ("Transamerica") pursuant to which the County leases certain real property located at 1034 Oak. Grove Road,Concord, California(the"Oak Grove Property"); WHEREAS, the County proposes to assign the Oak Grove Lease with purchase option to the Authority for the purpose of facilitating the refinancing of the Oak Grove Property with a portion of the Bond proceeds; WHEREAS, the Authority will exercise the option to purchase the Oak Grove Property and accept a deed of the Oak Grove Property from Transamerica; WHEREAS, the bonds were sold by the Authority pursuant to public bids received July 30, 2003; WHEREAS, there has been presented to this meeting a report of the sale of the Bonds; DOCSSF I:694954.3 WHEREAS, this Board desires to ratify the sale of the Bonds and authorize and confirm the issuance of the Bonds and the execution of the following documents: 1. Fifth Supplemental Trust Agreement, dated as of July 1, 2003 (the "Fifth Supplemental Trust Agreement'), by and among D.S. Bank Trust National Association, as trustee(the"Trustee") and the Authority, 2. Fifth Amendment to Master Site Lease, dated as of July 1, 2003 (the "Fifth Amendment to Site Lease"),by and between the County and the Authority; 3. Fifth Amendment to Facility Lease, dated as of July 1, 2003 (the "Fifth. Amendment to Facility Lease"),by and between the Authority and the+County, 4. Assignment and Assumption of Lease (the "Assignment'), by and between the County and the Authority; and 5. Lease Termination Agreement and Grant Deed and Acceptance (collectively, the"Oak Grove Acceptance"), WHEREAS, this Board has been presented with forms of each document referred to above, and this Board has examined and approved the form of each such document and desires to ratify the sale and authorize and confirm the issuance of not to exceed $20,000,000 aggregate principal amount of the Bonds and the execution of such documents in substantially such forms and the consummation of such financing; and WHEREAS, the Authority has full legal right, power and authority under the Constitution and the laws of the State of California to enter into the transactions described herein, NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the County of Contra Costa Public Financing Authority, as follows: Section 1. The foregoing recitals are true and correct. Section 2. The issuance and sale of the Bonds and the terms of the Bonds are hereby authorized,ratified and confirmed. Section 3. The execution and delivery of the Trust Agreement, the Site Lease, the Facility Lease, the Assignment and the Oak Grove Acceptance, each in substantially the form presented to this Board with such changes therein as may be approved or required by the officer of the Authority executing such documents, such approval to be conclusively evidenced by the execution and delivery thereof, are hereby authorized and confirmed. Section 4. All actions taken or to be taken by the officers and agents of the Authority with respect to the issuance and sale of the Bonds are hereby authorized, ratified and confirmed and the officers are further authorized and directed, jointly and severally, to do any and all things which they may deem necessary or advisable in order to consummate the transactions herein authorized and otherwise to carry out, give effect to and comply with the Docssrl:694959.3 2 terms and intent of this Resolution, including, but not limited to, executing and delivering documents related to the sale of the bonds, and the acceptance of the Oak Grove Property and the recording of the documents related thereto. BOCSSFI:694959.3 3 r Section 5. This Resolution shall take effect from and after its adoption. PASSED AND ADOPTED this 5th day of August, 2003. Chairman of the Board.of Directors County of Contra Costa Public Financing Authority [Seal] ATTEST: Deputy Clerk DOCSSFI:694959.3 4 CLERK'S CERTIFICATE The undersigned, Deputy Clerk of the Board of Directors of the County of Contra Costa Public Financing Authority,hereby certifies as follows: The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Board of Directors of said Authority duly and regularly held at the regular meeting place thereof on the 5th day ofXUM , 2003, of which meeting all of the members of said Board of Directors had due notice and at which a majority thereof were present; and at said meeting said resolution was adopted by the following vote: AYES: awams S Giou, 11ITma, auEmG, GW= Alm DesAL1Imm NOES: An agenda of said meeting was posted at least 96 hours before said meeting at the County Administration Building, 651 fine Street, Martinez, California, a location freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. I have carefully compared the same with the original minutes of said meeting on file and of record in my office; the foregoing resolution is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. WITNESS my hand this 5th day of AITC m , 2003. [Seal] Deputy Clerk DOCSSFI:694959.3