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HomeMy WebLinkAboutMINUTES - 08201985 - 1.53 RESOLUTION NO. 85/499 RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF COUNTY OF CONTRA COSTA MULTIFAMILY MORTGAGE REVENUE BONDS (FANNIE MAE PROGRAM -- WILLOW" PASS PROJECTY, 1985 ISSUE D, AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE, FINANCING AGREEMENT, MORTGAGE PURCHASE AGREEMENT, REGULATORY AGREEMENT, OFFICIAL STATEMENT AND PURCHASE CONTRACT AND, APPOINTING AN ADMINISTRATOR AND INVESTMENT FIRM, AUTHORIZING THE EXECUTION AND DELIVERY OF AND APPROVING OTHER RELATED DOCUMENTS AND APPROVING OTHER RELATED ACTIONS IN CONNECTION THEREWITH WHEREAS, Chapter 7 of Part 5 of Division 31 of the Health and Safety Code of the State of California (the "Act" ) authorizes counties to incur indebtedness for the purpose of financing the construction or development of multifamily rental housing and for the provision of capital improvements in connection with and determined necessary to such multifamily housing, and the Act provides a complete, additional and alternative method for doing the things ; authorized thereby; WHEREAS, the Board of Supervisors (the "Board of Supervisors" ) of the County of Contra Costa (the "County" ) hereby finds and declares that it is necessary, essential and a public purpose for the County to engage in a program (the "Program" ) of financing the construction and development of multifamily rental housing, and has determined to borrow money for such purpose by the issuance of revenue bonds as authorized by the Act; y WHEREAS, the City of Antioch (the "City" ) has requested that the County issue bonds to finance a rental housing development in its community and has approved a cooperative agreement with the City for said purpose; WHEREAS, this Board of Supervisors hereby finds and declares that this resolution is being adopted pursuant to . the powers granted by the Act; WHEREAS, Willow Pass-120 Ltd. , (the "Owner" ) , an Oregon limited partnership has requested that the County issue and sell the Bonds (hereinafter defined) for the purpose of financing the construction and development of a multifamily rental housing project (the "Project" ) located near Willow Pass Road and Port Chicago Highway, West Pittsburg; WHEREAS, a notice of a public hearing with respect to the proposed issuance of the Bonds has been published; WHEREAS, on May 21, 1985 said public hearing was held before this Board of Supervisors, and an opportunity was provided for interested parties to present arguments for and against the issuance of the Bonds; WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Bonds and the implementation of the Program as contemplated by this resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner 2 040511-0034-077-7527b as required by the laws of the State of California, including the Act; and WHEREAS, since rent subsidies or other financial aid from the federal or state government are not available for the Project, the Board of Supervisors hereby finds that it is not feasible to reserve at least one-half of the Lower-Income Units for occupancy on a priority basis by individuals or families whose adjusted gross income does not exceed 50 percent of the median adjusted gross income for the area, as median adjusted gross income may from time to time be determined pursuant to Section 8 of the United States Housing Act of 1937. NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of the County of Contra Costa, as follows: 1 . This Board of Supervisors does hereby find and declare that the above recitals are true and correct. 2 . Pursuant to the Act and the Indenture (hereinafter defined) , revenue bonds of the County, designated as "County of Contra Costa Multifamily Mortgage Revenue Bonds (Fannie Mae Program-Willow Pass Project) , 1985 Issue D" in an aggregate principal amount not to exceed $7, 200, 000 (the "Bonds" ) , are hereby authorized to be issued. The Bonds shall be executed by the manual or facsimile signature of the Chairwoman of the Board of Supervisors (the "Chairwoman" ) , the seal or facsimile of the seal of the County shall be reproduced thereon and attested 3 040511-0034-077-7527b by the manual or facsimile signature of the County Administrator and Ex Officio Clerk of the Board of Supervisors (the "County Administrator" ) , in the form set forth in and otherwise in accordance with the Indenture. 3 . The proposed form of indenture (the "Indenture" ) between the County and the trustee to be selected by the Designated Officers identified below (the "Trustee" ) , in substantially the form presented to this meeting, is hereby approved. The Chairwoman, the Vice-Chair of the Board of 'Supervisors (the "Vice-Chair" ) , the County Administrator, the Director of Community Development and the Senior Housing Planner (the "Designated Officers" ) are hereby authorized and directed, for and in the name and on behalf of the County, to execute and deliver the Indenture, and the County Administrator is hereby authorized and directed, for and in the name and on behalf of the County, to attest the Indenture, in substantially said form, with such additions thereto or changes therein as are recommended or approved by either of them upon consultation with the Director of Community Development and Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 11, provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $7, 200, 000, result in a true interest cost on the Bonds in excess of 12% per annum or result in an underwriter' s discount in excess of 3% of the 4 040511-0034-077-7527b aggregate principal amount of the Bonds) , the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Indenture. The date, maturity .dates, interest rate or rates, 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. 4. The proposed form of financing agreement (the "Financing Agreement" ) among the County, the Trustee, BA Mortgage and International Realty Corporation (the "Lender" ) , and the Owner, in substantially the form presented to this meeting, is hereby approved. The Designated Officers of the County are hereby authorized and directed for and in the name of and on behalf of the County to execute and deliver the Financing Agreement in substantially said form, with such additions thereto or changes therein as are recommended or approved by such proper officers upon consultation with the Director of- Community Development and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 11, the approval of such changes to be conclusively evidenced by the execution and delivery of said Financing Agreement. 5. The proposed form of mortgage purchase agreement (the "Mortgage Purchase Agreement" ) among the 5 040511-0034-077-7527b County, the Trustee, the Lender and the Owner, in substantially the form presented to this meeting, is hereby approved. The Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of the County, to execute and deliver the Mortgage Purchase Agreement in substantially said form, with such additions thereto or changes therein as are recommended or approved by such proper offices upon consultation with the Director of Community Development and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 11, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Mortgage Purchase Agreement. The designation of the Lender and the Owner and the allocation thereto of the moneys to be made available by the sale of �the Bonds is hereby approved, and is found to be made on a fair and equitable basis considering the public purposes ' of the Program and the requirements of the County and the Program. 6. The proposed form of regulatory agreement (the "Regulatory Agreement" ) among the County, the Trustee and the Owner, in substantially the form presented to this meeting, is hereby approved. The Designated Officers of the County are hereby authorized and directed for and in the name of and on behalf of the County, to execute and deliver the Regulatory Agreement in substantially said form, with such 6 040511-0034-077-7527b 0 • additions thereto or changes therein as are recommended or approved by such proper officers upon consultation with the Director of Community Development and Bond Counsel to the County including such additions or changes as are necessary or advisable in accordance with Section 11, the approval of such changes to be conclusively evidenced by the execution and delivery of said Regulatory Agreement. 7. The proposed form of bond purchase contract (the "Purchase Contract" ) between the County and Capital Markets Corporation, Prudential Bache Securities and First Interstate Bank of Denver (the "Underwriter" ) , in substantially the form presented to this meeting, is hereby approved. The Designated Officers of the County are hereby authorized and directed, for and in the name and on behalf of the County, to accept the offer of the Underwriters to purchase the Bonds contained in the Purchase Contract (when such offer is made and if such offer is consistent with Section 3 ) and to execute and deliver said Purchase Contract in substantially said form, with such additions thereto or changes therein as are recommended or approved by him upon consultation with the Director of Community Development and Bond Counsel to the County, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Purchase Contract. 8. The proposed form of official statement relating to the Bonds (the "Official Statement" ) , iri 7 040511-0034-077-7527b substantially the form presented to this meeting, is hereby approved. The Designated Officers are hereby authorized and directed, for and in the name and on. behalf of the County, to execute the Official Statement in substantially said form, with such additions thereto or changes therein as are recommended or approved by him upon consultation with the Director of Community Development and Bond Counsel to the County, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Official Statement. The Underwriter is hereby authorized to distribute copies of said Official Statement to persons who may be interested in the purchase of the Bonds and are directed to deliver such copies to all actual purchasers of the Bonds . Distribution by the Underwriter of a preliminary official statement relating to the Bonds, if any, is hereby approved and authorized. 9 . 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 and registration appearing thereon, and to deliver the Bonds, when duly executed and authenticated, to the Underwriter in accordance with written instructions executed on behalf of the County by the Designated Officers, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of the County, to execute and deliver to the Trustee. 8 040511-0034-077-7527b L" Such instructions shall provide for the delivery of the Bonds to the Underwriter in accordance with the Purchase Contract, upon payment of the purchase price therefor. 10. It is the purpose and intent of this Board of Supervisors that this resolution constitute approval of the Bonds by the applicable elected representative in accordance with Section 103 (k) of the Internal Revenue Code of 1954, as amended (the "Code" ) . 11 . All actions heretofore taken by the officers and agents of the County with respect to the establishment of the Program and the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the County, including the Designated Officers, are 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 which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with this resolution and resolutions heretofore adopted by the County and in order to carry out the Program, including but not limited to those certificates, agreements and other documents described in the Indenture, the Financing Agreement, the Mortgage Purchase Agreement, the Regulatory Agreement, the Purchase Contract, and the other documents herein approved and any certificates, agreements or documents 9 040511-0034-077-7527b as may be necessary to further the purpose hereof, evidence credit support or additional security for the Bonds but which shall not create any obligation or liability of the County other than with respect to the revenues and assets derived from the proceeds of the Bonds.. 12 . The Director of Community Development is hereby authorized to retain an investment firm to the County for purposes of compliance with Section 52032 . 5 of the Act. 13 . The Community Development Department is hereby designated as Administrator of the Program. 14. Orrick, Herrington & Sutcliffe is hereby retained as bond counsel to the County. 15. Fiser Investment & Financial Services is hereby designated as Underwriter to the County. 10 040511-0034-077-7S27b A 0 --16. This resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this 20th day of August, 1985, by the following vote : AYES: Supervisor Powers, Torlakson and Fanden NOES: None ABSTAINING: Supervisor McPeak ABSENT: Supervisor Schroder Chairwoman ATTEST: August 20 , 1985 Phil Batchelor County Administrator and Ex-Officio Clerk of the Board of Supervisors By 5[ Deputy Clerk 11 040511-0034-077-7527b