Resolution Number CRA 11-02-01-02RESOLUTION NO. CRA 11-02-01-02
A RESOLUTION OF THE SAN .JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY AMENDING RESOLUTION NO. CRA NO.
11-01-18-01 OF THE AGENCY PROVIDING FOR THE ISSUANCE OF
CERTAIN REFINANCING PROMISSORY NOTES
WHEREAS, pursuant to that certain Purchase and Sale Agreement/Joint Escrow
Instructions dated as of March 6, 1991 (the "DDA"), the Agency has incurred
indebtedness to Kinoshita Enterprises, L.P., a California limited partnership and Bobby
Kinoshita Investment Enterprises, L.P., a California limited partnership (each, a
"Kinoshita Entity") respectively, as assignee of Seller thereunder (the "Seller") which is
evidenced by two Non -Negotiable Notes, each dated as of March 6, 1991 (the
"Refunded Notes") in the principal amount of $3,916,450.71 and $4,080,246.64,
respectively; and
WHEREAS, the Agency and each Kinoshita Entity have agreed to extend and
refinance the Refunded Notes by the issuance of replacement non-negotiable notes
(the "2011 Notes") in favor of the applicable Kinoshita Entity, in the same principal
amount for an extended term to March 1, 2021; and
WHEREAS, the Agency has previously adopted its Resolution No, CRA 11-01-
18-01 (the "Resolution") providing for the issuance of the 2011 Notes on the terms and
conditions set forth therein; and
WHEREAS, the Agency has determined that existing market conditions require
the 2011 Notes be secured by a subordinate pledge of tax increment; and
WHEREAS, the Agency desires to amend the Resolution to authorize the
issuance of the 2011 Notes on a basis which is secured by a subordinate pledge of tax
increment, substantially on the basis set forth in the form of the 2011 Notes presented
at this meeting and on file with the Executive Director (the "Subordinate Tax Increment
Pledge");
NOW, THEREFORE, BE IT RESOLVED, by the Agency acting by and through
its Governing Board (the "Board") as follows:
SECTION 1. Issuance of 2010 Bonds in the Adjusted Principal Amount. The
Resolution is hereby amended to provide that, pursuant to the Letter Agreement (as
defined in the Resolution), the 2011 Notes are authorized to be issued on a basis which
is secured by the Subordinate Tax Increment Pledge. All capitalized terms used in this
amending resolution (and not otherwise defined) shall have the meaning ascribed
thereto in the Resolution.
SECTION 2. Official Actions. Each of the authorized officers identified in Section
2 of the Resolution, the Secretary, the General Counsel and any and all other officers of
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the Agency are hereby authorized and directed, for and in the name and on behalf of
the Agency, to do any and all things and take any and all actions, including execution
and delivery of any and all assignments, certificates, documents (including modification
of the Letter Agreement) necessary or appropriate to facilitate the issuance of the 2011
Notes in accordance with the Resolution as amended by this amending resolution, and
any actions previously taken by any of such officers are hereby ratified and confirmed,
including any necessary or appropriate revisions to the documents approved in the
Resolution.
SECTION 3. Except as expressly amended hereby, the Resolution shall remain
in full force and effect, and all findings and determinations therein shall apply with equal
force to the 2011 Notes, modified pursuant to the authority of the resolution and this
amending resolution as if set forth in full herein.
SECTION 4. Effective Date. This amending resolution shall take effect from and
after the date of its passage and adoption.
APPROVED AND ADOPTED this 1't day of February, 2011
STATE OF CALIFORNIA
COUNTY OF ORANGE
CITY OF SAN JUAN CAPISTRANO
:Y
LAURA FREESE, CHAIR
I, MARIA MORRIS, appointed Agency Secretary of the Community Redevelopment
Agency of the City of San Juan Capistrano, do hereby certify that the foregoing
Resolution No. CRA, 11-02-01-02 was duly adopted by the Board of Directors of the
Community Redevelopment Agency at a regular meeting thereof, held the 1t day of
February, 2011, by the following vote:
AYES: DIRECTORS: Allevato,Kr, e , aylor, and Chair Freese
NOES DIRECTORS: Reeve
ABSENT: DIRECTORS: None
, City Berk
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