RESOLUTION NO. __________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM
APPROVING THE ISSUANCE OF REVENUE BONDS PURSUANT TO A
PLAN OF FINANCE BY THE CALIFORNIA ENTERPRISE
DEVELOPMENT AUTHORITY IN AN AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $37,000,000 FOR THE PURPOSE OF
FINANCING AND REFINANCING THE COST OF THE ACQUISITION,
CONSTRUCTION, RENOVATION, EQUIPPING AND FURNISHING OF
CERTAIN HEALTHCARE FACILITIES FOR THE BENEFIT OF
BENEVOLENCE INDUSTRIES INCORPORATED AND/OR A RELATED
OR SUCCESSOR ENTITY, PROVIDING THE TERMS AND
CONDITIONS FOR SUCH BONDS, AND OTHER MATTERS RELATING
THERETO
WHEREAS, Benevolence Industries Incorporated, d/b/a Benevolence Health Centers, or a related or successor entity (the “Borrower”), has requested that the California Enterprise Development Authority (the “Authority”) facilitate the issuance of revenue bonds in an aggregate principal amount not to exceed $37,000,000 (the “Bonds”), the proceeds of which are to be loaned to the Borrower for the purpose of: (a) financing and/or refinancing the cost of acquisition, construction, renovation, equipping and furnishing of certain healthcare and ancillary facilities located at (i) 1010 Crenshaw Boulevard, Suite 100, Torrance, California 90501, consisting of approximately 15,106 square feet, (ii) 303 North East Street, Anaheim, California 92805, consisting of approximately 2,365 square feet (the “Anaheim Facility”), (iii) 1126 East South Street, Long Beach, California 90805, consisting of approximately 4,330 square feet, (iv) 505-515 North Arrowhead Avenue, San Bernardino, California 92401, consisting of approximately 58,160 square feet, (v) 3631 Crenshaw Boulevard, Suite 109, Los Angeles, California 90016, consisting of approximately 15,000 square feet, and (vi) 12610 Glenoaks Boulevard (also known as 14040 Hubbard Street), Sylmar, California 91342 consisting of approximately 9,786 square feet (collectively with the Anaheim Facility, the “Facilities”), (b) fund a debt service reserve fund, working capital and capitalized interest with respect to the Bonds; and (c) pay certain costs of issuance and other related costs in connection with the issuance of the Bonds; and WHEREAS, the Borrower, a California nonprofit public benefit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), owns and operates the Facilities in connection with its mission of providing quality health care and excellent educational programs to the under-served and uninsured in Southern California; and
WHEREAS, the issuance of the Bonds by the Authority must be approved by 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 WHEREAS, the Anaheim Facility is located within the territorial limits of the City, and the City Council (the “Council”) is an elected legislative body of the City; and
WHEREAS, the Authority and the Borrower have requested that the Council approve the issuance of the Bonds and the financing of the Anaheim Facility with the proceeds of the Bonds for purposes of complying with Section 147(f) of the Code and the Joint Exercise of Powers Act, comprising Articles 1, 2, 3, and 4 of Chapter 5 of Division 7 of Title 1 (commencing with Section 6500) of the Government Code of the State of California (the “Act”); and WHEREAS, a public hearing was held by the Council on the 13th day of November, 2024, at Anaheim City Hall, following duly published notice thereof in a newspaper of general circulation in Orange County, and all persons desiring to be heard have been heard; and WHEREAS, it is intended that this Resolution shall comply with the public approval requirements of Section 147(f) of the Code; provided, however, that this Resolution is neither intended to nor shall it constitute an approval by the Council of the Facilities for any other purpose, including, but not limited to, compliance with the California Environmental Quality Act (California Public Resources Code, Section 21100, et seq.) (“CEQA”); NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the City Council of the City of Anaheim, State of California as follows:
Section 1. On information and belief, the foregoing resolutions are true and correct.
Section 2. The Council hereby approves the issuance of the Bonds by the Authority, from time to time, pursuant to a plan of finance, which Bonds may be tax-exempt and/or taxable as approved by the Authority in its resolution, in an amount not to exceed $37,000,000 to finance and refinance the cost of the acquisition, construction, renovation, furnishing, and equipping of the Facilities and pay the costs of issuance of the Bonds. This resolution shall constitute approval of the issuance of the Bonds within the meaning of Section 147(f) of the Code and for purposes of the Act.
Section 3. The issuance of the Bonds shall be subject to the approval by the Authority of all documents relating thereto to which the Authority is a party. The City shall have no responsibility or liability whatsoever with respect to the Bonds.
Section 4. 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 transaction approved.
Section 5. The adoption of this Resolution shall not obligate the City or any department thereof to (a) provide any financing with respect to the Facilities; (b) approve any application or request for or take any other action in connection with any planning approval, permit, or other action necessary with respect to the Facilities; (c) make any contribution or advance any funds whatsoever to the Authority or the Borrower; or (d) take any further action with respect to the Authority or its membership therein.
Section 6. The City Clerk is hereby directed to forward a certified copy of this Resolution to Bond Counsel, addressed as follows:
Jessica I. Shaham, Esq.
Kutak Rock LLP
777 South Figueroa Street, Suite 4550
Los Angeles, California 90017
Section 7. This Resolution shall take effect from and after its adoption.
THE FOREGOING RESOLUTION IS PASSED, APPROVED, AND ADOPTED by the City Council of the City of Anaheim this 13th day of November, 2024, by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
CITY OF ANAHEIM
MAYOR OF THE CITY OF ANAHEIM
ATTEST:
CITY CLERK OF THE CITY OF ANAHEIM