Res 15-005RESOLUTION NO. 15 -005
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF POWAY, CALIFORNIA,
APPROVING THE ISSUANCE BY CALIFORNIA ENTERPRISE
DEVELOPMENT AUTHORITY OF NOT TO EXCEED $7,100,000 AGGREGATE
PRINCIPAL AMOUNT OF THE AUTHORITY'S REVENUE, OBLIGATIONS FOR THE
BENEFIT OF 12220 KIRKHAM, LLC, SPOONER'S WOODWORKS, INC. AND /OR A
RELATED OR SUCCESSOR ENTITY FOR THE PURPOSE OF FINANCING THE
COST OF ACQUISITION, REHABILITATION AND EQUIPPING OF A
MANUFACTURING FACILITY AND OTHER MATTERS RELATING THERETO
HEREIN SPECIFIED
WHEREAS, 12220 Kirkham, LLC a California limited liability company and
Spooner's Woodworks, Inc., a California corporation (collectively, the "Applicant ") have
requested that the California Enterprise Development Authority (the "Authdflty ") issue
tax - exempt and /or taxable revenue obligations in an amount not to exceed $7,100,000
(the "Obligations "), for and on behalf of the Applicant and /or a related or successor
entity (the "Borrower "), pursuant to the provisions of Chapter 5 of Division 7 of Title 1 of
the Government Code of the State (commencing with Section 6500) (the "Act "),
particularly Section 6547.7 of the Act to (a) finance the cost of acquisition, rehabilitation
and equipping of an approximately 58,000 square foot manufacturing facility located at
12460 Kirkham Court, Poway, California 92064 (collectively, the "Facilities "), and
(b) pay certain financing costs and cost of issuance in connection with such financing;
and
WHEREAS, the City of Poway (the "City ") is an Associate Member of the
Authority and is eligible to participate in the Authority's financing programs; and
WHEREAS, the issuance of the Obligations must be approved by the
governmental unit on behalf of which the Obligations are issued and a governmental
unit having jurisdiction over the territorial limits in which the Facilities are located
pursuant to the public approval requirement of Section 147(f) of the Code and Section
91530(f) of the California Industrial Development Financing Act (the "Financing Act ");
and
WHEREAS, the Facilities are located within the territorial limits of City and the
City Council of the City (the "City Council ") is the elected legislative body of the City;
and
WHEREAS, the Facilities are expected to provide significant benefits to the
residents of the City through the creation of employment opportunities for residents of
the City over the long term; and
Resolution No. 15 -005
Page 2
WHEREAS, the Authority and the Borrower have requested that the City Council
approve the issuance of the Obligations by the Authority and the financing of the
Facilities with the proceeds of the Obligations pursuant to Section 147(f) of the Code
and Section 91530(f) of the Financing Act; and
WHEREAS, the Board of Directors of the Authority in its Resolution No. 15 -41,
adopted on February 19, 2015, expressed its intent to issue the Obligations for the
benefit of the Borrower; and
WHEREAS, the City Council has considered the information contained in the
aforesaid application and has considered the determinations of the Authority; and
WHEREAS, the Authority's issuance of the Obligations will result in a more
economical and efficient issuance process because of the Authority's expertise in the
issuance of conduit revenue obligations; and
WHEREAS, it is intended that this Resolution shall comply with the public
approval requirements of Section 147(f) of the Code and the approval requirements of
Section 91530(f) of the Financing Act; provided, however, that this Resolution is neither
intended to nor shall it constitute an approval by the City Council of the Facilities for any
other purpose; and
WHEREAS, a public hearing was held by the City Council on this 3`d day of
March, 2015, at the meeting which commenced at the hour of 7:00 p.m., in the Council
Chambers of the City of Poway, 13325 Civic Center Drive, Poway, California 92064,
following a duly published notice thereof in a newspaper of general circulation in the
City of Poway, on February 17, 2015, and all persons desiring to be heard have been
heard;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Poway, California, as follows:
Section 1. The City Council hereby finds and determines that all of the recitals
are true and correct.
Section 2. The City Council hereby approves the issuance of the Obligations
by the Authority, from time to time, pursuant to a plan of finance, which Obligations may
be tax - exempt and /or taxable as approved by the Authority in its resolution, in an
amount not to exceed $7,100,000 to finance the costs of the Facilities. This resolution
shall constitute "host" approval of the issuance of the Obligations within the meaning of
Section 147(f) of the Code and shall constitute the approval of the issuance of the
Obligations within the meaning of the Act and Section 91530(f) of the Financing Act;
provided, however, that this Resolution shall not constitute an approval by the City
Council of the Facilities for any other purpose. The City shall not bear any responsibility
for the tax - exempt status of the interest on the Obligations, the payment of the principal
of or interest on the Obligations or any other matter related to the Obligations.
Resolution No. 15 -005
Page 3
Section 3. All actions heretofore taken by the officers, employees and agents
of the City with respect to the approval of the Obligations are hereby approved,
confirmed and ratified, and the officers and employees of the City and their authorized
deputies and agents are hereby authorized and directed, jointly and severally, to do any
and all things and to execute and deliver any and all certificates and documents which
they or bond counsel may deem necessary or advisable in order to consummate the
Obligations and otherwise to effectuate the purposes of this Resolution.
Section 4. This Resolution shall take effect from and after its adoption.
Section 5. The City Clerk of the City of Poway shall certify the adoption of this
resolution, and thenceforth and thereafter the same shall be in full force and effect.
PASSED, ADOPTED AND APPROVED by the City Council of the City of Poway
at a regular meeting this 3rd day of March 2015.
J
Steve Vaus, Mayor
ATTEST:
-)U� con�:�
Sheila , obian, CMC, City Clerk
STATE OF CALIFORNIA )
) SS
COUNTY OF SAN DIEGO )
I, Sheila R. Cobian, CMC, City Clerk, of the City of Poway, do hereby certify
under penalty of perjury that the foregoing Resolution No. 15 -005 was duly adopted by
the City Council at a meeting of said City Council held on the 3rd day of March 2015,
and that it was so adopted by the following vote:
AYES: LEONARD, CUNNINGHAM, MULLIN, GROSCH, VAUS
NOES: NONE
ABSENT: NONE
DISQUALIFIED: NONE
Sheila R. Cobian, CMC, City Clerk
City of Poway