HomeMy WebLinkAbout2022-75 - Approving the Making of One or More Loans in a Principle Amount Not-to-Exceed $5,000,000 for the Purpose of Financing the Additional Costs of Certain Improvements to Harbor Day School and Certain Other Matters Relating TheretoRESOLUTION NO. 2022-75
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 $5,000,000 FOR THE
PURPOSE OF FINANCING THE ADDITIONAL COSTS OF
CERTAIN IMPROVEMENTS TO HARBOR DAY SCHOOL
AND CERTAIN OTHER MATTERS RELATING THERETO
WHEREAS, on April 28, 2020, after a public hearing under the requirements of the
Tax and Equity Fiscal Responsibility Act (TEFRA) and the Internal Revenue Code of
1986, as amended ("Code"), the City of Newport Beach ("City") adopted Resolution No.
2020-39, which approved the making of one or more loans in the aggregate principal
amount of not to exceed $55,000,000 ("Loans") by Farmers and Merchants Bank
("Lender") to the California Municipal Finance Authority ("Authority") for the purposes of
the Harbor Day School, a California nonprofit public benefit corporation ("School"),
located at 3443 Pacific View Drive, Corona del Mar, California, financing the costs of the
demolition of its existing facilities and the construction of a new, approximately 100,000
square foot campus, which will include several buildings, and all associated design,
engineering and planning costs related thereto, and related capital project costs
("Facilities"), and paying related expenses incurred in connection with the making of the
Loans;
WHEREAS, City's approval of the Loans was required by Section 147(f) of the
Code, since the School desired to finance the Facilities with tax-exempt bond issuances
and the Facilities are located within the City's territorial jurisdiction;
WHEREAS, on June 2, 2020, Loans in an amount of $50,000,000 were made
available to the School;
WHEREAS, as a result of increased construction costs for the Facilities, the
School needs to borrow an additional $5,000,000 ("Additional Loan") and the School
desires for all or a portion of the Additional Loan to be underwritten by tax-exempt bonds;
WHEREAS, the Additional Loan also requires a TEFRA hearing and the City's
approval in accordance with Section 147(f) of the Code;
Resolution No. 2022-75
Page 2 of 3
WHEREAS, the City Council ("City Council") is the elected legislative body of the
City and is one of the applicable elected representatives required to approve the making
of the Additional Loan 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 ("Agreement"); and
WHEREAS, a public hearing regarding the making of the Additional Loan was held
by the City Council on October 25, 2022, in the City Council Chambers, located at 100
Civic Center Drive, Newport Beach, California. A notice of time, place and purpose of the
hearing was given in accordance with California Government Code Section 54950 et seq.
("Ralph M. Brown Act"), and Section 147(f) of the Code.
NOW, THEREFORE, the City Council of the City of Newport Beach does hereby
resolve as follows:
Section 1: The City Council hereby approves the making of the Additional Loan
by the Lender. It is the purpose and intent of the City Council that this resolution constitute
approval of the making of the Additional Loan by the Lender, for the purposes
of Section 147(f) of the Code 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 Additional Loan.
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 in order 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.
Resolution No. 2022-75
Page 3 of 3
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.
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 25th day of October, 2022.
Kevin Mu
Mayor '
ATTEST: SEW
LEILANI I. BROWN
City Clerk U �`
c�4t/poRNi
APPROVED AS TO FORM:
C.
A ron 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. 2022-75 was duly introduced before and adopted by the City Council of said City at a regular meeting
of said Council held on the 25th day of October, 2022; and the same was so passed and adopted by the
following vote, to wit:
AYES: Mayor Pro Tern Noah Blom, Council Member Brad Avery, Council Member Joy Brenner,
Council Member Diane Dixon, Council Member Duffy Duffield, Council Member
Will O'Neill
NAYS: Mayor Kevin Muldoon
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the official seal of
said City this 261h day of October, 2022.
:V �V1,-�r) I1 I J I i
Leilani I. Brown I
City Clerk
Newport Beach, California