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MINUTES OF THE CITY COUNCIL
OF THE CITY OF DOWNEY
ADJOURNED REGULAR MEETING
APRIL 29, 1982
The City Council of the City of Downey held an adjourned regular meeting at
4:00 p.m., April 29, 1982, in the Council Chamber of the Downey City Hall, Mayor
Lyell W. Swearingen presiding.
PRESENT: Council Members:
Lyell W. Swearingen Mayor
James T. Quinn Mayor Pro Tem
Robert G. Cormack
Theodore H. Jackman
Milton R. Mackaig
ALSO PRESENT: John W. Donlevy, City Manager
Royal M. Sorensen, City Attorney
Dudley Lang, Assistant City Manager
Robert L. Shand, City Clerk -Treasurer
Judy McDonnell, Executive Secretary
Mayor Swearingen announced the adjourned meeting is to consider documents
relative to financing procedures and construction bids for the Civic Center Project.
Mr. Donlevy commented on his attendance at the bond bid opening this morning
in San Francisco. He reviewed the procedures that have taken place to date in
getting the project ready to go to a bond issue of $13 million, noting the involy-
ment of Dean Witter Reynolds as financial consultant and Orrick, Herrington &
Sutcliffe as legal counsel. He stated three bids were received on the bonds from
Merrill Lynch, American Express, and Security Pacific. The low bidder on the bonds
was Security Pacific, with an interest rate of 11.4665, and all three were excellent
bids. The construction funds received from the $13 million will be $8,376,530, with
the difference between the two figures being for reserve funds, interest funds, cost
for the issuance, and the bond discount. The net annual debt service to the City
will fluctuate from a low of 1.3 million to a high of 1.4 million. Mr. Donlevy then
outlined the actions to be taken by the Council in authorizing the Civic Center
Corporation to proceed.
Speaking to the construction bids received, Mr. Donlevy said the two low bid-
ders, Berry Construction and P & A Construction, have requested withdrawal, and
staff recommends approval of the withdrawal and accepting the low bid of J. A.
Stewart Construction in the amount of $5,115,115.
A discussion was then held regarding whether to let the two low bidders with-
draw their bids without imposing a penalty, which is staff's recommendation.
Mr. Sorensen mentioned there is a provision in case law, which says a contrac-
tor may withdraw without penalty if he has done so by virtue of a mistake of fact
and not on some obvious negligence on his part.
Mr. Donlevy requested that any further discussion as to whether the Council
wants to take action against the two bidders should be held to the end of the meet-
ing and then a separate action can be taken at that time.
Mr. Donlevy complimented the firms of Dean Witter Reynolds, who handled the
financing, and Orrick, Herrington & Sutcliffe, who handled the legal portion.
Pauline Aberbach, of Dean Witter Reynolds, commented on the bond sale and the
annual debt service for the bonds, noting the first payment will begin in October,
1984, approximately one year after the City has occupied the premises.
Diane Potter, of Orrick, Herrington & Sutcliffe, briefly discussed the actions
to be taken by the Council, which she said are contained in one resolution. Autho-
rization of the Council is needed for signing any documents and certificates on the
Civic Center Complex property.
Council Minutes 4/29/82 (adj.) -1-
�9(eq
RESOLUTION NO. 4096
OF THE CITY OF DOWNEY
APPROVING PLANS AND SPECIFICATIONS FOR PUBLIC FACILITIES,
AUTHORIZING EXECUTION OF A SITE LEASE BETWEEN THE CITY AND
CITY OF DOWNEY CIVIC CENTER CORPORATION, APPROVING RENTAL
TO BE PAID PURSUANT TO A FACILITY LEASE BETWEEN SAID
CORPORATION AND THE CITY, APPROVING FINANCING OF PUBLIC
FACILITIES BY SAID CORPORATION, APPROVING FINANCING
ARRANGEMENTS FOR THE BONDS OF SAID CORPORATION, APPROVING
CONTRACT FOR CONSTRUCTION OF PUBLIC FACILITIES, AUTHORIZING
ASSIGNMENT OF ARCHITECTS', BOND COUNSEL'S AND FINANCING
CONSULTANTS' CONTRACTS TO SAID CORPORATION, AND AUTHORIZING
EXECUTION OF NECESSARY CERTIFICATES
The Resolution was read by title only. It was moved by Councilman Jackman,
seconded by Councilman Quinn, and passed by unanimous vote to waive further read-
ing and to adopt Resolution No. 4096.
Subordination Agreement and Assignment of Certificates of Deposit - Civic
Center Complex Property
Mr. Lang commented on a proposal to enter into a Subordination Agreement with
the School District for the "Z" campus site. He said the purpose of the Agreement
will be to eliminate the prior lien on the property so that the underwriters for
the bonds would have first right on the property. Certificates of Deposit would be
assigned to the School District for them to hold during the period leading up to
the time when the payments would have normally been made by the City for the project
site. Mr. Lang said the City would still be making the investments and retaining
any interest earned from the investments.
It was moved by Councilman Jackman, seconded by Councilman Quinn, and passed
by unanimous vote to authorize the City to enter into the Subordination Agreement
with, and assign the necessary Certificates of Deposit, to the Downey Unified School
District, and also authorize the Mayor to sign the necessary documents required for
the subordination which would make the bonds for Civic Center development more
salable.
Discussion then resumed on whether to allow the two low bidders on
Center Construction to withdraw their bids without penalty. It was men
a subcontractor, who was a sub for both bids, had made the error.
It was a concensus of the Council and so ordered to do nothing.
It was moved by Councilman Mackaig to
Rbbert L. Saian�City Clerk -Treasurer
4:35 p.m.
Council Minutes 4/29/82 (adj.) -2-