HomeMy WebLinkAbout2020-39 - Approving the Making of One or More Loans in a Principal Amount Not to Exceed $55,000,000 for the Purpose of Financing the Costs of Certain Improvements to a School Commonly Known as Harbor Day School and Certain Other Matters Relating TheretoRESOLUTION NO. 2020-39
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
NEWPORT BEACH, CALIFORNIA, APPROVING THE
MAKING OF ONE OR MORE LOANS IN A PRINCIPAL
AMOUNT NOT TO EXCEED $55,000,000 FOR THE
PURPOSE OF FINANCING THE COSTS OF CERTAIN
IMPROVEMENTS TO A SCHOOL COMMONLY KNOWN AS
HARBOR DAY SCHOOL AND CERTAIN OTHER MATTERS
RELATING THERETO
WHEREAS, Harbor Day School, a California nonprofit public benefit corporation
(the "School"), will request that the California Municipal Finance Authority or a to be
determined financing agency (the "Authority") enter into a loan agreement with Farmers
& Merchants Bank or a to be determined lender (the "Lender") and the School pursuant
to which the Lender will make one or more loans to the Authority in a principal amount
not to exceed $55,000,000.00 (the "Loans") for the purposes of financing the costs of the
demolition of the School's existing facilities and the construction of approximately 100,000
square feet of new buildings, and all associated design, engineering and planning costs
related thereto, for the School, which is located at 3443 Pacific View Drive, Corona del
Mar, California, as well as related capital project costs (the "Facilities") and paying related
expenses incurred in connection with the making of the Loans;
WHEREAS, the Facilities are to be owned and operated by the School and are
located within the City of Newport Beach ("City");
WHEREAS, pursuant to Section 147(f) of the Internal Revenue Code of 1986 (the
"Code"), the making of the Loans by the Lender must be approved by a public entity where
the Facilities are located and the Facilities are within the territorial limits of the City;
WHEREAS, the City Council of the City (the "Council") is the elected legislative
body of the City and is one of the applicable elected representatives required to approve
the making of the Loans under Section 147(f) of the Code and the requirements of Section
4 of the Joint Exercise of Powers Agreement Relating to the California Municipal Finance
Authority, dated as of January 1, 2004 (the "Agreement"), among certain local agencies,
including the City;
WHEREAS, the School has requested that the Council approve the making of the
Loans by the Lender to satisfy the public approval requirement of Section 147(f) of the
Code; and
Resolution No. 2020-39
Page 2 of 3
WHEREAS, pursuant to Section 147(f) of the Code, the Council has, following
notice duly given, held a public hearing regarding the making of the Loans, and now
desires to approve the making of the Loans by the Lender.
NOW, THEREFORE, the City Council of the City of Newport Beach resolves as
follows:
Section 1: The Council does hereby approve the making of the Loans by the
Lender. It is the purpose and intent of the Council that this resolution constitutes the
approval of the making of the Loans by the Lender, for the purposes of Section 147(f) of
the Internal Revenue Code of 1986 by the applicable elected representative of the
governmental unit having jurisdiction over the area in which the Facilities are located, in
accordance with said Section 147(f) and Section 4 of the Agreement. The City shall have
no responsibility or liability whatsoever with respect to the Loans.
Section 2: The officers of the City 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 deem necessary or advisable to carry out, give effect to and comply with the terms
and intent of this resolution and the financing transaction approved hereby.
Section 3: The recitals provided in this resolution are true and correct and are
incorporated into the operative part of this resolution.
Section 4: If any section, subsection, sentence, clause or phrase of this resolution
is, for any reason, held to be invalid or unconstitutional, such decision shall not affect the
validity or constitutionality of the remaining portions of this resolution. The City Council
hereby declares that it would have passed this resolution, and each section, subsection,
sentence, clause or phrase hereof, irrespective of the fact that any one or more sections,
subsections, sentences, clauses or phrases be declared invalid or unconstitutional.
Section 5: The City Council finds the adoption of this resolution is exempt from
environmental review under the California Environmental Quality Act ("CEQA") pursuant
to Section 15302 of the CEQA Guidelines, California Code of Regulations, Title 14,
Division 6, Chapter 3, because it has no potential to have a significant effect on the
environment. The project includes the demolition and reconstruction of an existing private
school facility where the new structures will be located on the same site as the structures
replaced and will have substantially the same purpose and capacity as the structures
replaced.
Resolution No. 2020-39
Page 3 of 3
Section 6: This resolution shall take effect immediately upon its adoption by the
City Council, and the City Clerk shall certify the vote adopting the resolution.
ADOPTED this 28th day of April, 2020.
Will O'Neill
Mayor
ATTEST:
Leilani I. Brown
City Clerk
APPROVED AS TO FORM:
C-&---_
Aaron C. Harp
City Attorney
STATE OF CALIFORNIA }
COUNTY OF ORANGE } ss.
CITY OF NEWPORT BEACH }
I, Leilani I. Brown, City Clerk of the City of Newport Beach, California, do hereby certify that the
whole number of members of the City Council is seven; the foregoing resolution, being Resolution
No. 2020-39, was duly introduced before and adopted by the City Council of said City at a regular
meeting of said Council held on the 28th day of April, 2020; and the same was so passed and adopted by
the following vote, to wit:
AYES: Mayor Will O'Neill, Mayor Pro Tem Brad Avery, Council Member Joy Brenner, Council
Member Diane Dixon, Council Member Duffy Duffield, Council Member Jeff Herdman
NAYS: Council Member Kevin Muldoon
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the official seal of
said City this 291h day of April, 2020.
dA jown,,-,
Leilani I. Brown
City Clerk
Newport Beach, California