1 RESOLUTION NO. ______
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ANAHEIM APPROVING THE ISSUANCE BY THE
CALIFORNIA MUNICIPAL FINANCE AUTHORITY OF
REVENUE BONDS IN THE AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $ 850,000,000 TO BE LOANED
TO QCF BEHAVIORA L HOSPITALS I, LLC FOR THE
BENEFIT OF QCF/I, INC., A 501( C)(3) NONPROFIT
HEALTHCARE ORGANIZATION, FOR THE PURPOSE OF
FINANCING THE ACQUISITION, CONSTRUCTION,
RENOVATION OR EQUIPPING OF ANAHEIM COMMUNITY
HOSPITAL IN CONNECTION WITH WHICH NOT MORE
THAN $ 185,000,000 OF THE PROCEEDS OF THE BONDS
ARE ALLOCABLE TO THE ANAHEIM COMMUNITY
HOSPITAL; AND APPROVING CERTAIN OTHER MATTERS
RELATING THERETO
WHEREAS, the Anaheim Community Hospital is an acute psychiatric hospital located in the City of Anaheim (the “City”); and
WHEREAS, QCF Behavioral Hospitals I, LLC (the “Borrower”) has requested that the California Municipal Finance Authority (the “Authority”) participate in the issuance of one or more series of revenue bonds in an aggregate principal amount not to exce ed $850,000,000 (the “Bonds”), for the purpose of lending the proceeds thereof to the Borrower, the sole member of which is QCF/I, Inc., a 501(c)(3) nonprofit healthcare organization (“QCF”) , for acquisition, construction, renovation, or equipping of sever al hospital facilities, including Anaheim Community Hospital, and other purposes described in the Notice of Proposed Financing which is attached as Exhibit A and incorporated by reference herein (collectively the “QCF Project” and the portion of the QCF Pr oject consisting of the Anaheim Community Hospital and related facilities located within the geographic boundaries of the City is referred to as the “Anaheim Hospital Project”); and
WHEREAS, not more than $ 185,000,000 of the proceeds of the Bonds are allocable to the Anaheim Hospital Project; and
WHEREAS, the Anaheim Hospital Project will be indirectly owned by QCF; and WHEREAS, the City is a member of the Authority; and
WHEREAS, Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), requires that an “applicable elected representative” of the governmental unit (i) on behalf of which the Bonds are issued and (ii) the geographic jurisdiction of which contains the site of the facilities to be financed with the proceeds of the Bonds, hold a public hearing on the issuance of the Bonds and approve the issuance of the Bonds following such hearing; and
2 WHEREAS, the Authority requested that the City Council approve the issuance of the Bonds by the Authority in order to satisfy the public approva l requirement of 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; and WHEREAS, the City Council of the City (the "City Council”) is the elected legislative body of the City and is the applicable elected representative under Section 147(f) of the Code and all components of the Anaheim Hospital Project are within the geographic jurisdiction of the City; and
WHEREAS, on November 16, 2021, pursuant to Section 147(f) of the Code, the City Council, following notice duly given, held a public hearing regarding the issuance of the Bonds, and approved the issuance by the Authority of the portion of the Bonds allocated to the Anaheim Hospital Project; and
WHEREAS, the COVID -19 pandemic caused delays in licensing of two of the hospitals involved in the issuance of the Bonds, and the marketing and selling of the Bonds could not prudently commence until that licensing occurred and those two hospitals commenced operations; and
WHEREAS, the two hospitals have received their licenses and commenced operations, and the process to issue the Bonds is now proceeding, but the issuance will not occur prior to the one year expiration of the prior City Council approval; and WHEREAS, the Authority has requested that the City Council re -approve the issuance of the Bonds by the Authority in order to satisfy the public approval requirem ent of Section 147(f) of the Code and the requirements of Section 4 of the Agreement; and WHEREAS, pursuant to Section 147(f) of the Code, the City Council has, following notice duly given, held a public hearing on December 20, 2022 regarding the issuance of the Bonds, and now desires to approve the issuance by the Authority of the portion of the Bonds allocable to the Anaheim Hospital Project; and
WHEREAS, the City Council understands that its actions in holding this public hearing and in approving this Resolution do not obligate the City in any manner for payment of the principal, interest, fees or any other costs associated with the issuance of the Bonds, and said City Council expressly conditions its approval of this Resolution on that understanding; NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Anaheim, as follows:
SECTION 1. Approval of the Bonds . The City Council hereby approves the issuance by the Authority of the portion of the Bonds allocable to the Anaheim Hospital Project for the p urposes of financing the Anaheim Hospital Project. It is the purpose and intent of the City Council that this Resolution constitute approval of the Anaheim Hospital Project and issuance by the Authority of the portion of the Bonds allocable to the Anaheim Hospital Project, for purposes of (a) Section 147(f) of the Code, by the applicable elected representative of the
3 City, the governmental unit on behalf of which the Authority is issuing the portion of the Bonds allocable to the Anaheim Hospital Project an d having jurisdiction over the area in which the Anaheim Hospital Project is located, in accordance with said Section 147(f) of the Code and (b) Section 4 of the Agreement.
SECTION 2. Other Acts. The officers and staff of the City are hereby authorized and directed, jointly and severally, to do any and all things, to execute and deliver any and all documents, which in consultation with the City Attorney, they may deem necessary or advisable in order to effectuate the purposes of this Resolution, and any and all suc h actions previously taken by such officers or staff members are hereby ratified and confirmed.
SECTION 3. No Obligations. The City Council expressly conditions its approval of this Resolution on its understanding that the City shall have no obligation whatsoever to pay any principal, interest, fees or any other costs associated with the Authority’s issuance of the Bonds for the financing of the Anaheim Hospital Project or for any other purpose.
SECTION 4. Copy to Authority. The Clerk shall forward a certified copy of this Resolution to the Authority in care of its counsel:
Ronald E. Lee, Esq.
Jones Hall, APLC
475 Sansome Street, Suite 1700
San Francisco, CA 94111
SECTION 5. Effective Date. This Resolution shall take effect upon adoption.
4 THE FOREGOING RESOLUTION IS APPROVED AN D ADOPTED by the City Council of the City of Anaheim this 20th day of December, 2022, by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
CITY OF ANAHEIM
____________________________________
MAYOR OF THE CITY OF ANAHEIM
APPROVED AS TO FORM:
ROBERT FABELA, CITY ATTORNEY
By: ______________________________
Bryn M. Morley
Deputy City Attorney
ATTEST:
By: ______________________________________
CITY CLERK OF THE CITY OF ANAHEIM
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