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HomeMy WebLinkAbout1981-003 Approving a Plan of Financing Re a Health Care Project and Issuance and Sale of BondsRESOLUTION NO. RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA MAKING CERTAIN DETERMINATIONS AND APPROVING A PLAN OF FINANCING RELATING TO A HEALTH CARE PROJECT PROPOSED BY LOMA LINDA UNIVER- SITY MEDICAL CENTER; APPROVING THE ISSUANCE AND SALE OF CITY OF SAN BERNARDINO, CALIFORNIA, HOSPITAL REVENUE BONDS (LOMA LINDA UNIVERSITY MEDICAL CENTER PROJECT) SERIES 1981 IN AN AMOUNT NOT TO EXCEED $27,500,000; APPROVING A PROJECT AGREEMENT AND AUTHORIZING ITS EXECUTION; APPROVING A BOND PURCHASE AGREEMENT AND AUTHORIZING ITS EXECUTION; APPROVING A PRELIMINARY OFFICIAL STATEMENT AND AUTHORIZING ITS USE AND AUTHORIZING A FINAL OFFICIAL STATEMENT AND DIRECTING ITS EXECUTION; AND AUTHORIZING SUCH FURTHER ACTION AS MAY BE NECESSARY TO CONCLUDE THE ISSUANCE, SALE AND DELIVERY OF SUCH BONDS. WHEREAS, the City of San Bernardino (the "City") is a "home rule city" duly organized and existing under and pur- suant to a Charter adopted under the provisions of the Con- stitution of the State of California; and WHEREAS, pursuant to its home rule powers, the City duly and regularly enacted Ordinance No. 3815 (the "Ordinance") to finance various types of projects, as defined in the Ordi- nance-, and to issue its special revenue bonds for the purpose of paying the cost of financing such projects; and WHEREAS, said Ordinance No. 3815, as amended, provides for the financing and refinancing of health care facilities to provide needed health care to the citizens of the City and to facilitate cost containment with respect to such health care; and WHEREAS, Loma Linda University Medical Center (the "Medical Center") has submitted its Application requesting the City to issue its special revenue bonds pursuant to provisions of the Ordinance and loan the proceeds thereof to the Medical Center to be used (1) to acquire and install a X6/ 2 new telephone system, (2) to refinance debt of the Medical Center owed to Security Pacific National Bank, New York Life Insurance Company and the General Conference of Seventh -day Adventists, (3) to acquire certain equipment which is cur- rently leased to the Medical Center, (4) to reimburse the Medical Center for certain capital expenditures and (5) to pay the costs and expenses associated with the issuance of the bonds; and WHEREAS, the Mayor and Common Council have given due consideration to the issues involved and have this day adopted a resolution setting forth certain findings with respect to the health care delivery system serving the City, the benefits of providing tax-exempt financing to assist such system and setting forth its findings concerning the role the Medical Center plays in such health care delivery system; and WHEREAS, the Application has been reviewed and the plan of financing has been found to comply with the spirit, intent and provisions of the Ordinance, as amended, and it has been determined that the City should proceed with the financing; and WHEREAS, by Resolution No. adopted on 1980, the Mayor and Common Council have pre- viously approved such financing and the execution of docu- ments; and due to delays and certain revisions, find it appropriate to adopt this Resolution to amend and supersede such prior resolution; and WHEREAS, a Resolution of Issuance authorizing the issu- ance of $27,500,000 City of San Bernardino, California, Hospital Revenue Bonds (Loma Linda University Medical Center Project) Series 1981 has been prepared and presented to the Mayor and Common Council and is to be adopted the same date as this Resolution; and NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: Section 1. The City hereby determines that the project proposed by the Medical Center is in compliance with the purposes of the Ordinance and with the criteria established pursuant thereto and further determines that the Medical Center provides necessary medical care and services to the 3 citizens of the City and is an esential part of the City's health care delivery system and that certain of the services which are provided by the Medical Center are not provided and cannot reasonably be provided within the City and the under- taking of the proposed project by the City will be a substan- tial factor in the ability of the Medical Center to provide such necessary services and to contain the cost of such services. Section-2. The City hereby determines that it is likely that the undertaking of the project by the City will be a substantial factor in the accrual of each of the public benefits from the use of the Medical Center's facilities as proposed in the Application submitted by the Medical Center. Section 3. The financing of the project as described above and as described in the Application submitted by the Medical Center is hereby authorized and approved. Section-4. The issuance by the City of its Hospital Revenue Bonds (Loma Linda University Medical Center Project) Series 1981 (the "Bonds") in an amount not to exceed $27,500,000 and at an average interest rate not to exceed 12.0% is hereby approved. The Bonds shall be issued in substantially the form and in accordance with the terms of the Resolution of Issuance, to be hereafter this day adopted, and as such resolution may be from time to time amended. The Bonds shall be issued and sold to Miller & Schroeder Munici- pals, Inc. (the "Principal Underwriter") upon such terms and conditions as are provided in the Bond Purchase Agreement hereafter approved. Section 5. The Bonds shall be special obligations of the City and shall not be deemed to constitute a debt or liability of the City or a pledge of the faith and credit of the City, but shall be payable solely from the Note Payments and Additional Payments received from the Medical Center under the terms of the Project Agreement, described here- inafter, and from certain other funds to be held by the Trustee as provided in the Resolution of Issuance. The issuance of such Bonds shall not directly or indirectly or contingently obligate the City to levy or pledge any form of taxation whatsoever therefor or to make any appropriation for their payment. 4 Section 6. A form of Project Agreement has been pre- sented to the Mayor and Common Council and has been reviewed. The City hereby approves the Project Agreement and authorizes the execution thereof by the Mayor, the affixing of the City's seal thereto and the attesting of the same by the City Clerk. The Project Agreement shall be in substan- tially the form attached hereto as Exhibit A with such changes as shall be approved by the Mayor, his execution thereof to be conclusive evidence of such approval. Section-7. A form of Bond Purchase Agreement has been presented to the Mayor and Common Council and has been reviewed. The City hereby approves the Bond Purchase Agree- ment and authorizes its execution by the Mayor. The Bond Purchase Agreement shall be in substantially the form attached hereto as Exhibit B with such changes as shall be approved by the Mayor, his execution thereof to be conclusive evidence of such approval. Section 8. A draft of a Preliminary Official Statement has been presented to the Mayor and Common Council and has been reviewed. The City hereby approves the Preliminary Official Statement and authorizes its use by the Principal Underwriter in connection with the offering of the Bonds in substantially the form attached hereto as Exhibit C with such changes as shall be deemed appropriate to the Principal Underwriter. The City authorizes and directs the Principal Underwriter to prepare a final Official Statement at such time as the Principal Underwriter deems appropriate and the City hereby authorizes the execution of such final Official Statement by the Mayor. The final Official Statement shall be in substantially the form of the Preliminary Official Statement attached hereto as Exhibit C with such changes as shall be acceptable to the Principal Underwriter and approved by the Mayor, his execution thereof to be conclusive evidence of such approval. Section 9. The Mayor, the'City Clerk and such other City officers and employees as are appropriate are authorized and directed to execute such other documents and take such further action as shall be consistent with the intent and purpose of this Resolution and shall be needed to conclude the issuance, delivery and sale of the Bonds. Section 10. This Resolution shall, to the extent it differs from Resolution No.eP0-y2/ , adopted 7r�iac`cvte�% 1980, amend and supersede such prior Resolution. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a regular meeting thereof, held on the day of January, 1981, by the following vote, to wit: AYES: Councilmen NAYS: +. ABSENT: �ii '�' yi J a-� ...� s ����.�✓ City Clerk The foregoing Resolution is hereby approved this day of January, 1981. Approved as to form: City Vtorney IY-I( 5