HomeMy WebLinkAboutRESO 5960. ' \ • • ORIGINAL
RESOLUTION NO. 5960
RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO
AUTHORIZING THE ISSUANCE AND SALE OF CITY OF PALO
AL~~ INSURbu HEALTH FACILITY REVENUE BONDS (LYTTON
GARDENS CONVALESCENT HOSPITAL), SERIES A, THE
EXECUTION AND DELIVERY OF AN INDENTURE, LOAN AGP.EE-
MENT, CONTRACT OF INSURJ\NCE, REGULATORY AGREEMENT,
SUPPLEMENTAL AGREEMENT AND CONTRACT OF PURCHASE AND
CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH
WHEREAS, the City of Palo Al to is a municipal corporation and
charter city duly organized and existing under a freeholders' charter
pursuant to which the City of Palo Alto has the right and power to make
and enforce all laws and regulations in respect to municipal affairs
and certain other matters in accordance with and as mo~e particularly
provided in Sections 3, 5, and 7 of Article XI of the Constitution of
the State of California and Article II of the Charter of the City of
Palo Alto~ and
WHEREAS, the City Council of the City of Palo Alto, acting under
and pursuant to the powers reserved to the City under Sections 3 8 5,
and 7 of Article XI of the Constitution cf the State of California and
Article II of the Charter has established by adoption of the City of
Palo Alto Health Facility Financing Law (the "Law") a procedure for the
authorization, issuance, and sale of revenue bonds by the City of Palo
Al to for the purpose, inter alia, of providing financing for health
facilities as specified therein; and
WHEREAS, the City of Palo Alto has determined to engage in a pro-
gram of making loans to health facilities pursuant to the Law, and has
determined to bo~row money for such purpose by the issuance of revenue
bonds as authorized by the Law1 and
WHEilEAS, the City of Palo Alto has determined to issue an issue of
such revenue bonds, designated "City of Palo Alto Insured Health Facil-
ity Revenue Bonds (Lytton Gardens Convalesce,1t Hoa.pi tal) , Series A"
(the "Bonds"), in an aggregate principal amount not to exceed Nine Mil-
lion Five Hundred Seventy Thousand Dollars {$9,570,000) for the purpose
of providing moneys to make a loan to Community Housing, Inc. to assist
in the construction of a 120-bed skilled nursing facility; and
WHEREAS, assisting in the financing of such improvements promotes
the put'poses of the Law, is in the public interest, serves a public
purpose, promotes the health, welfare, and safety of the citizens of
the City of Palo Alto, and constitutes a municipal affair;
NOW, THEREFORE, the Council of the City of Palo Alto does'RESOLVE
as follows:
SECTION 1. The Council does hereby find and declare that the
above recitals are true and correct and that the issuance of the Bonds
is a municipal affair and a proper public purpose.
SECTION 2. Pursuant to the Law, the Bonds shall be issued in the
aggregate principal amount not to exceed Nine Mi 11 ion Five Hundred
Seventy Thousand Dollars ($9,570,000).
SECTION 3. The proposed form of Indenture, dated as of September
1 , 1981, between the City of Palo Al to and First Interstate Bank of
California, as Trustee, presented at this meeting, is hereby approved,
and the Mayor and City Clerk are hereby authorized and directed, for
and in the name and on behalf of the City of Palo Alto, to execute,
acknowledge, and deliver to the Trustee an Indenture in substantially
said form with such changes therein as the officers executing the same,
with the advice of the City Attorney, may approve, such approval to be
conclusively evidenced by the execution and delivery thereof. The
date, maturity dates,, interest rate or rates, privileges, manner of
execution, place or places of payment, terms of redemption and other
terms of the Bonds and coupons appertaining thereto shall be as pro-
vided in said indenture, as finally executed.
• ' • •
SECTION 4. First Interstate Bank of California, San Francisco,
California, 1s hereby appointed as Trcstee for the City of Palo Al to
and the holders of the Bonds, with the duties and powers of such
Trustee as set forth in the Indenture.
SECTION 5. The proposed form of Contract of Purchase, dated as of
October 5, 1981, between the City of Palo Alto and Blyth Eastman Paine
Webber, Inc., presented at this meetin~, is hereby approved. The Mayor
and City Clerk are hereby authoriz~c and directed, for and in the name
and on behalf of the City of Palo Alto~ to approve the final terms of
the sale of the Bonds and to evidence the City's acceptance of the
offer made thereby by executing and delivering the Contract of Purchase
in substantially said form, with such c~anges therein as the officers
executing the same, with the advice of the City Attorney, may require
or approve, such approval to be conclusively evidenced by the execution
and delivery thereof.
SECTION 6. The Mayor and City Clerk are hereby authorized and
directed to executer for and in the name and on behalf of the City of
Palo Alto and under its seal, the Bonds in an aggregate principal
amount not to exceed Nine Million Five Hundred Seventy Thousand Dollars
($9,570,000) in accordance with the Contract of Purchase and the Inden-
ture, and in one or more of the forms set forth in the Indenture.
SECTION 7. The proposed form of Official Statement to be used in
connection with the offer and sale of the Bonds is hereby adopted and
approved, and the Mayor and City Clerk are hereby authorized and
directed, for and in the name and on behalf of the City of Palo Alto,
to execute and deliver the same with such changes therein as the of-
ficers executing the same, with the advice of the City Attorney may
require or approve, such approval to be conclusively evidenced by the
execution and delivery thereof. Blyth Eastman Paine Webber, Inc., is
hereby authorized to distribute copies of the Official Statement, as
finally executed, to persons who may be interested in the purchase of
the Bonds and is directed to deliver such copies to all actual pur-
chasers of the Bonds. Distribution of the Official Statement in pre-
liminary form is hereby ratified.
SECTION 8. The proposed form of Loan Agreement dated as of
October 1, 1981, by and between the City of Palo Al to and Co'.'l11D.uni ty
Housing, Inc., presented at this meeting is hereby approved. The Mayor
and City Clerk are hereby authorized and directed, for and in the name
and on behalf of the City of Palo Al to, to execute and deliver such
agreement with such chang€= therein as the officers executing the same,
with the advice of the City Attorneyr may approve, such approval to be
conclusively evidenced by the execution and delivery thereof.
SECTION 9. The proposed forms of Contract of Insurance, Regula-
tory Agreementr and Supplemental Agreement, presented at this w~eting,
are hereby approved. The Mayor and City Clerk are hereby autr·orized
and directed, for and in the name of and on behalf of the City of Palo
Al to, to execute such agreements with such changes therein as the
officers executing the same, with the advice of the City Attorney, may
approve, such approval to be conclusively evidenced by the execution
and delivery thereof.
SECTION 19. The Bonds, when executed pursuant to Section 6 here-
of, shall be delivered to the Trustee for authentication. The Trustee
is hereby requested and directed to authenticate the Bonds by executing
the Trustee's certificate of authentication appearing thereof, and to
deliver the Bonds, when duly executed and authenticated, to Blyth East-
man Paine Webber, Inc., in accordance with written instructions exe ...
cuted on behalf of the City of Palo Alto by the Mayor or City Manager,
which instructions said officers are hereby authorized and directed,
for and in the name and on behalf of the City of Palo Alto, to execute
and deliver to the Trustee. Said instructions shall provide for the
delivery of the Bonds to Blyth Eastman Paine Webber, Inc., upon payment
of the purchase price thereof.
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• •
SECTION 11. The Officers of the City of Palo Alto 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 may
deem necessary or advisable in order to consummate the issuance, sale,
and delivery of the Bonds and otherwise to effectuate the purposes of
this resolution.
INTRODUCED AND PASSED: October 5, 1981
AYES: Bechtel, Eyerly, Fazzino, Fletcher, Hendersonw Klein, Renzel,
Witherspoon
NOES: None
ABSTENTIONS: Levy
ABSENT: None
APPROVED:
c ~L ~ffera ?zb.,/ Mayor
APPROVED
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Cit~ C nt er
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Community Environment
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