Resolution No. 8760
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RESOLUTION NO. 8760
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A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON INDUCING THE ACQUISITION OF CONSTRUCTION OF
FOOD PROCESSING FACILITY IN THE CITY TO BE FINANCED
FROM THE PROCEEDS OF TAX-EXEMPT REVENUE BONDS
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WHEREAS, the City of Vernon (the "City") is authorized by
the California Industrial Development Financing Act, being Chapter 1
of Title 10 (commencing with Section 91500) of the California
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Government Code (the "Act"), to cause to be established a local
industrial development authority within the City (the "Authority"),
which is authorized to facilitate the financing of certain capital
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projects consisting of manufacturing facilities; and
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WHEREAS, 3450 Vernon Avenue, LLC (the "Company") has
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requested that the Authority issue and sell revenue bonds for the
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purpose of financing the construction. of a one-story building of
approximately 42,158 square feet to be used for a meat processing
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facility.
Operations include de-boning, seasoning, marinating,
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tenderizing, grinding, blending, freezing and packaging products for
further sale to restaurants and distributors, to be located at 3450
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East Vernon Avenue in the City (the "Project"); and
WHEREAS, the City wishes to induce the Company to acquire
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and construct the Project and, in particular, to do so at such
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location.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
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SECTION 1:
The City Council of the City of Vernon hereby
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finds and determines that the recitals contained hereinabove are true
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1 and correct.
2 SECTION 2: The City Council of the City of Vernon hereby
3 declares its intention to form the Authority and to cause the
4 Authority to authorize the issuance and sale of its revenue bonds (the
5 "Bonds") pursuant to the Act in a principal amount of not to exceed
6 Seven Million Eight Hundred Thousand Dollars ($7,800,000) for the
7 purpose of providing financing to the Company for the acquisition,
8 construction and development of the Project.
9 SECTION 3: The issuance and sale of the Bonds shall be upon
10 such terms and conditions as may be mutually agreed upon by the
11 Authority, the Company and the purchaser of the Bonds and subject to
12 comp~etion of proceedin~s for the issuance, sale and delivery of the
13 Bonds of the Authority.
14 SECTION 4: The proceeds of the Bonds shall include such
15 related and necessary issuance expenses, administrative costs, debt
16 service reserves and interest payments as may be required successfully
17 to accomplish the financing of the Project.
18 SECTION 5: The City Council hereby finds that the issuance
19 of the Bonds by the Authority is a substantial inducement to the
20 Company to acquire, construct, and develop the Project.
21 SECTION 6: The Company shall be solely responsible for the
22 payment of all present and future costs in connection with the
23 issuance of the Bonds, including, but not limited to, any fees and
24 expenses incurred by the City and the Authority in anticipation of the
25 issuance of the Bonds, the cost of printing any official statement,
26 rating agency costs, bond counsel fees and expenses, underwriting
27 discount and costs, trustee fees and expenses, and the cost of
28 printing the Bonds. The payment of the principal, redemption premium,
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1 if any, and purchase price of and interest on the Bonds shall be
2 solely the responsibility of the Company. The Bonds shall not
3 constitute a debt or obligation of the City.
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SECTION 7:
The law firm of Orrick, Herrington & Sutcliffe,
5 a Professional Law Corporation, is hereby named as bond counsel to the
6 City in connection with the issuance of the Bonds. The fees and
7 expenses of bond counsel and the financial advisor in connection with
8 the issuance of the Bonds are to be paid solely from the proceeds of
9 the Bonds or directly by the Company.
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SECTION 8:
The City Administrator and all other officers
'II and representatives of the City are her~by authorized to make an
12 application to the California Debt Limit Allocation Committee for an
13 allocation of Private Activity Bonds for the financing of the Project
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SECTION 9:
The City Clerk of the City of Vernon shall
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17 thereafter the same shall be in full force and effect.
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APPROVED AND ADOPTED this 1st day of June, 2005.
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-'" L~ONIS C. MA! BURG, ayor
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ATTEST:
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A--.. ;/~Fz=
BRUCE V. MALKENHORST, City Clerk
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1 STATE OF CALIFORNIA
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COUNTY OF LOS ANGELES
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I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution No.
8760, was duly adopted by the City Council of the City of Vernon at a
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regular meeting of the City Council duly held on Wednesday, June 1,
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2005, and thereafter was duly signed by the Mayor of the City of
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Vernon.
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~.~A
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BRUCE V. MALKENHORST, City Clerk
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SUPPORTING
DOCUMENTS
2005 15:37 FR
TO 913238261438
P. 02/03
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SE Capital
Public Finance
R Stephen Crawford
Business Development Manager
GE Capital Public Finance, IDe.
Two Bent Tree Tower
16479 Dallas Parkway, Suite 300
Addison. Texas 75001-6856
Ph: 972-713-2517 Fax: 972-713-2598
E-mail: steoI1en.crawfortl@l!.e.com
May 9, 2005
~~C\~o
Mr~mero
~u;i~e Department
City of V emon
4305 Santa Fe Avenue
Vernon, CA 90058
Re: Inducement Request for a Tax Exempt Industrial Development Bond Issue
Borrower: 3450 Vernon Avenue, LLC
Corporate Guarantors: Culver City Meat Company, Inc. / Golden West Trading, Inc.
Amount: up to $7,800,000
Mr. Romero:
Pursuant to our phone conversation, GE Capital Public Finance, Inc. is presenting this letter as a request
for the City of Vernon to advise us as to the process, and to provide an Inducement Resolution for a tax~
exempt industrial development bond for up to $7,800,000 for anew food (primarily meat) processing
facility at 3450 Vernon Avenue, Vernon, CA 90058. GE Capital Public Finance, Inc. (GEPF) has
committed to provide the financing for the new facility and has all necessmy internal approvals to do so.
The transaction will be a direct private placement with GEPF.
Proiect Infonnation
Project Location:
3450/3470 East Vernon Avenue, Vernon, CA 90058 (comer of Vernon and Alcoa
Avenue)
Project Ownership: The land and facility will be owned by 3450 Vernon Avenue, LLC a California
limited liability company whose ownership is the same as that of Culver City Meat Company, Inc. and
Golden West Trading, Inc.
Corporate Guarantors: Culver City Meat Company, Inc. and Golden West Trading, Inc.
Principal Owners:
Levi Litmanovich
Eric Litmanovich
Gigi LimanovichlJosh Solovy
52%
24%
24%
Project Occupancy: Golden West Trading currently operates its business at 3420 East Vernon
Avenue. Culver City Meat Co. currently operates a facility in Culver City and will be moving to the new
facility to be next to its sister company and create economies of scale. Culver City Meat Co. will lease
the facility from the LLC. Culver City Meat has been in operation since 1960.
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2005 15:38 FR
TO 913238261438
P. 03/03
October 9,2003
Page 2
Primary Contad(s): Levi Limanovich, principal owner
Josh Solovy, owner- manager
Alex Ho, controller
c/o Golden West Trading, Inc.
3420 East Vernon Avenue
Vernon, CA 90058
Phone: 323-581-3663
Fax: 323-973-4028
E-mail: iosh@gwtinc.com
alexh@gwtinc.com
Products: The company primarily processes poultry (approx. 50%), beef (approx. 30%)
and pork & other (approx. 20%). Operations include de-boning, seasoning, marinating, tenderizing,
grinding, blending, freezing and packaging products for further sale to restaurants and distributors.
Project Costs:
Land:
Building:
Equipment:
Total
$1,200,000 - already purchased
$6,800,000
$1.000.000
$9,000,000
These project numbers are the high side numbers; the actual may be less.
Financing:
Up to $6,800,000 for the facility and $1,000,000 for equipment.
1.47 net acres
42,158 s.f concrete tilt up, one story, 1,995 s.f. office space
30 ft clear ceiling height, six dock high loading doors
Construction: Prepared to begin iInJ!lediatew ' J ~L
{\)'('P~<)L'. MLty\- 9'(IH.<-6$1,1'\j 1'~LI n-Y
Employment Creation: Golden West Trading currently employs slightly more than 100 people in
Vernon. Culver City Meat currently employs 200 people at its Culver City operation, all of whom will
be transferred to the new Vernon facility. In addition, 100 to 105 new hires will be needed for the new
facility, totaling over 300 new jobs in Vemon.
Project Description: Land:
Building:
Your consideration of 1his project for an inducement resolution will be greatly appreciated. The project
has spent certain funds that would be reimbursed to the borrower from bond proceeds. Therefore, we
are keen to have an inducement action processed as soon as is practicable. Please contact 1he
undersigned for additional information or clarifications.
Thank you in advance.
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