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RESOLUTION NO. 071918-B <br />A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CONEJO <br />RECREATION AND PARK DISTRICT MAKING A FINDING OF <br />SIGNIFICANT PUBLIC BENEFIT AND OTHER FINDINGS IN CONNECTION <br />WITH A PROPOSED REVOLVING CREDIT AGREEMENT FOR, AND <br />ISSUANCE OF RELATED PROMISSORY NOTES BY, THE MOUNTAINS <br />RECREATION AND CONSERVATION AUTHORITY TO FINANCE THE <br />AUTHORITY'S GRANTS AND ANNUAL OPERATING COSTS <br />RECITALS <br />WHEREAS, pursuant to the Mountains Recreation and Conservation Authority Joint <br />Exercise of Powers Agreement (the "JPA Agreement"), entered into pursuant to the provisions of <br />the Joint Exercise of Powers Act, comprising Articles 1, 2, 3 and 4 of Chapter 5 of Division 7 of <br />Title 1 (commencing with Section 6500) of the California Government Code (the "JPA Law"), <br />among the Santa Monica Mountains Conservancy, a public agency of the State of California, the <br />Conejo Recreation and Park District (the "District"), a public agency and duly constituted body <br />corporate and politic of the State of California established pursuant to Chapter 4, Division 5, of <br />the California Public Resources Code, and the Rancho Simi Recreation and Park District, a public <br />agency and duly constituted body corporate and politic of the State of California established <br />pursuant to Chapter 4, Division 5, of the California Public Resources Code, the Mountains <br />Recreation and Conservation Authority (the "MRCA") is authorized to jointly exercise any power <br />common to such contracting parties, including, without limitation, the power to acquire and <br />dispose of real property; and <br />WHEREAS, the JPA Agreement provides that the MRCA shall have such additional <br />powers as apply generally to separate public entities established pursuant to the JPA Law; and <br />WHEREAS, the MRCA has previously entered into a revolving credit agreement with <br />Zions First National Bank (the "Prior Lender"), which provided for two revolving lines of credit <br />(the "Prior MRCA Loans"), as further evidenced by two promissory notes in favor of the Prior <br />Lender to finance, respectively, (a) land acquisitions and certain construction projects, including <br />but not limited to projects that may be located within the geographic boundaries of the District; <br />and (b) temporary operating cost shortfalls of the MBCA; and <br />WHEREAS, the MRCA's ability to request disbursements under the Prior MRCA Loans <br />expires on September 1, 2019; and <br />WHEREAS, the MRCA desires to maintain a fmancing arrangement to fmance its projects <br />for which grant monies are awarded to the MRCA (collectively, the "Projects") and temporary <br />operating cost shortfalls of the MRCA; and <br />WHEREAS, following a request for proposals process with potential lenders, the MRCA <br />has determined that the financing terms proposed by BBVA USA (the "Lender") are most <br />advantageous and will provide the lowest cost of borrowing to the MRCA; and <br />-1- <br />10265-004612310609v3.doc <br />