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HomeMy WebLinkAboutRESOLUTIONS - 01272003 - 99-257 RESOLUTION NO. 99/257 OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA, CALIFORNIA RESOLUTION AUTHORIZING THE ISSUANCE AND DELIVERY OF MULTIFAMILY HOUSING REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $8,240,007 FOR THE FINANCING OF THE ACQUISITION, CONSTRUCTION AND DEVELOPMENT OF A MULTIFAMILY RENTAL HOUSING PROJECT GENERALLY KNOWN AS AVALON COURT APARTMENTS; DETERMINING AND PRESCRIBING CERTAIN MATTERS AND APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF VARIOUS DOCUMENTS RELATED THERETO; RATIFYING ANY ACTION HERETOFORE TAKEN AND APPROVING RELATED MATTERS IN CONNECTION WITH SAID BONDS. WHEREAS, the County of Contra Costa (the "County") is authorized pursuant to Section 52075 and following of the California Health and Safety Code (the "Act") to issue revenue bonds for the purpose of financing the acquisition, construction and development of multifamily rental housing projects; WHEREAS, the proceeds of such bonds may be loaned to a nongovernmental owner of multifamily housing, who shall be responsible for the payment of such bonds, to allow such nongovernmental owner to reduce the cost of operating such housing and to assist in providing housing for low income persons; WHEREAS, the County desires to participate in the financing of the acquisition, construction and development of a proposed 88-unit multifamily rental housing development generally known as Avalon Court Apartments (the "Project"), which will be ECCssF1:344469.2 ,r awned and operated by Oakley Associates, a California Limited Partnership, and entities related thereto (collectively, the "Borrower"), and in order to do so intends to sell and issue not to exceed $8,240,000 of its multifamily housing revenue bonds (as more fully described herein, the "Bonds") and loan the proceeds thereof to the Borrower, thereby reducing the cost of the Project and assisting in providing housing for very low income persons; WHEREAS, pursuant to Section 147(f) of the Internal Revenue Code of 1986 (the "Code"), the financing of the Project and the issuance of the Bonds by the County must be approved by the applicable representative of a governmental unit having jurisdiction over the territory in which the Project its located; WHEREAS, the Board of Supervisors of the County of Contra Costa (the "Board") is the elected legislative body of the County and is one of the applicable elected representatives required to approve the financing of the Project and the Bonds under Section 147(f) of the Code; WHEREAS, pursuant to Section 147(f) of the Code, the Deputy Director- Redevelopment has, following notice duly given, held a public hearing regarding the financing of the Project and the issuance of the Bonds, and the Board desires to approve the financing and the issuance of the Bonds; WHEREAS, there have been prepared and presented at this meeting the following documents required for the issuance of the Bonds, and such documents are now in substantial form and appropriate instruments to be executed and delivered for the purposes intended: 2 DOCSSF1:344469.2 (1) Trust Indenture (the "Indenture") to be entered into between the County and U.S. Bank Trust National Association (the "Trustee"), providing for the authorization and issuance of the Bonds; (2) Loan Agreement (the "Loan Agreement") to be entered into among the County, the Borrower and the Trustee; (3) Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement"), to be entered into among the Borrower, the County and the Trustee; and (4) Bond Purchase Agreement (the "Purchase Agreement") to be entered into among the County, the Borrower and Charter Municipal Mortgage Acceptance Company, as purchaser of the Bonds (the "Purchaser"). NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of the County of Contra Costa, as follows: Section 1. This Board hereby specifically finds and declares that the statements, findings and determinations of the County set forth above are true and correct. Section 2. Pursuant to the Act and the Indenture and for purposes of Section 147(f) of the Code, the County is hereby authorized to issue the Bonds. The Bonds shall be designated as "County of Contra Costa, California, Multifamily Housing Revenue Bonds (Avalon Court Apartments Project) Series 1999F," in an aggregate principal amount not to exceed $8,240,000. The Bonds shall be in the form set forth in and otherwise in accordance with the Indenture, and shall be executed by the manual or facsimile signature of the Chair of the Board of Supervisors, and attested by the manual or facsimile signature of the Clerk of the Board of Supervisors (the "Clerk"). The Bonds shall be issued and secured in accordance with the 3 DOCSSFt:344469.2 t, terms of the Indenture presented at this meeting. Payment of the principal of, redemption premium, if any, and interest on, the Bonds shall be made solely from the Trust Estate (as defined in the Indenture), and the Bonds shall not be deemed to constitute a debt or liability of the County. Section 3. The form of Indenture, on file with the Clerk, is hereby approved and an Authorized Representative (as defined in the Indenture) is hereby authorized and directed to execute and deliver the Indenture in substantially said form, with such changes therein as such officers may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. The date, maturity date or dates (which shall not extend beyond May 1, 2041), interest rate or rates (which shall not exceed 12% per annum), interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms of the Bonds shall be as provided in the Indenture as finally executed. Section 4. The form of Loan Agreement, on file with the Clerk, is hereby approved and an Authorized Representative is hereby authorized and directed to execute and deliver the Loan Agreement in substantially said form, with such changes therein as such officers may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section S. The form of the Regulatory Agreement, on file with the Clerk, is hereby approved and an Authorized Representative is hereby authorized and directed to execute and deliver the Regulatory Agreement in substantially said form, with such changes 4 UocssFUU4469.2 therein as such officers may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 6. The County is hereby authorized to sell the Bonds to the Purchaser as approved by an Authorized Representative pursuant to the terms and conditions of the Purchase Agreement. The form of the Purchase Agreement, on file with the Clerk, is hereby approved and an Authorized Representative is hereby authorized and directed to execute and deliver the Purchase Agreement in substantially said form, with such changes therein as such officers may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 7. The Bonds, when executed, shall be delivered to the Trustee for authentication. The Trustee is hereby requested and directed to authenticate the Bonds by executing the Trustee's certificate of authentication appearing thereon, and to deliver the Bonds, when duly executed and authenticated, in accordance with written instructions executed and delivered on behalf of the County by an Authorized Representative, which such Authorized Officer is hereby authorized and directed to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds in accordance with the Purchase Agreement, upon payment of the purchase price thereof. Section S. The Board hereby appoints Orrick, Herrington& Sutcliffe LLP, San Francisco, California, as bond counsel, and Litten Financial Consulting, Orinda, California, as financial advisor. Section 9. All actions heretofore taken by the officers and agents of the County with respect to the financing of the Project and the sale and issuance of the Bonds are 3 DOCssF1:344469.2 hereby approved, ratified and confirmed, and any Authorized Officer is hereby authorized and directed, for and in the name and on behalf of the County, to do any and all things and take any and all actions and execute and deliver any and all certificates, agreements and other documents, including but not limited to those described in the Indenture, the Purchase Agreement and the other documents herein approved, which such officer, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds and to effectuate the purposes thereof and of the documents herein approved in accordance with this resolution and resolutions heretofore adopted by the County and otherwise in order to carry out the financing of the Project. Section 10. All further consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this resolution, whether before or after the issuance of the Bonds, including without limitation any of the foregoing which may be necessary or desirable in connection with any default under or amendment of such documents, any transfer or other disposition of the Project, any addition or substitution of security for the Bonds or any redemption of the Bonds, may be given or taken by an Authorized Representative without further authorization by this Board of Supervisors, and such Authorized Officer is hereby authorized and directed to give any such consent, approval, notice, order or request and to take any such action which such officer may deem necessary or desirable to further the purposes of this resolution and the financing of the Project. 6 DOCSSF1.344469.2 "+ Section 11. This Resolution shall take effect upon its adoption. PASSED AND ADOPTED THIS 25 th day of May , 1999. AYES: Supervisors Gioia, Uilkema, Gerber, DeSaulnier, Canciamilla NOES: None ABSENT: None ABSTAIN..' None CSI a o e Board of Supervisors ATTEST: Phil Batchelor, County Administrator and Cle the Board of Supervisors By• 0I.AJ Ja Deputy Clerk 7 DMSFI-.34440.2 100 CLERK'S CERTIFICATE I, Ann Cervelli , Deputy Clerk of the Board of Supervisors of the County of Contra Costa, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Board of Supervisors of said County duly and regularly held at the regular meeting place thereof on the 25th day of may, 1999, of which meeting all of the members of said Board of Supervisors had due notice and at which a majority thereof were present; and that at said meeting said resolution was adopted by the following vote: AYES: Supervisors Gioia, Uilkema, Gerber, DeSaulnier, Canciamilla NOES: None ABSENT: Ndne ABSTAIN: None An agenda of said meeting was posted at least 72 hours before said meeting at 651 Pine Street, Martinez, California, a location freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. I further certify that I have carefully compared the same with the original minutes of said meeting on file and of record in my office; that the foregoing resolution is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and that said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. WITNESS my hand and the seal of the County of Contra Costa this25th day of 1999. Phil Batchelor,County Administrator and Clerk of the Board of Supervisors [SEAL] By: A61 Deputy Clerk ooCssFi:344469.2