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HomeMy WebLinkAboutMINUTES - 09281999 - C94 Contra. t TO: BOARD OF SUPERVISORS . County FROM: Dennis M. Barry, AICD ommunity Dnveloprnent Director DATE= October 5, 1999 SUBJECT: County of Contra Costa Variable Rate Demand Multi-Family Mortgage Revenue Refunding Bonds (Rivershore Apartments), 1992 Series B SPECIFIC REQUEST(S)) OR RECOMMENDATIONS(S) & BACKGROUND AND JUSTIFICATION RECOMMENDATIONS ADOPT resolution authorizing Amendment o the Indenture, the Financing Agreement and Regulatory Agreement relating to the County of Contra Caste Varig le Rate Demand Multi- Family Mortgage Revenue Refunding Bonds (Rivershore Apartments), 1992 Series S. FISCAL IMPACT None BACKGROUND/REASONS FOR RECOMMENDATIONS In 1985 the County Issued its Multi-Farnily Mortgage Revenue Bonds in the amount of $10,999,999 to finance the 245 unit Rivershore Apartments in Bay Faint (Fest Pittsburg). Those bands were refunded in '1992. The current owner of the project, Say Apartment Communities, Inc., is proposing to sell the project to Prime/Rivershore L. C. CONTINUED ON ATTACHMENT: XX YES SIGNATURE- X_RECOMMENDATION OF COUNTY ADMINISTRATOR R 6 E #TION OF 130ARQ' COMMITTEE APPROVE OTHER SIGNATURE(S). �, d ff t ACTION OF BOARD ON APPROVED AS RECOMMENDED OTHER VOTE OF SUPERVISORS I HEREBY CERTIFY THAT THIS IS A UNANIMOUS (ABSENT TRUE AND CORRECT COPY OF A AYES: CIES: ACTION TAKEN AND ENTERED ON THE ABSENT: ABSTAIN: MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. Source: Jim Kennedy �a 335-1255 Al cc: Community Development ATTESTED t . County Administrator PHIL BATCHELOR, CCERK O County Counsel THE BOARD OF SUPERVISORS Via Communit Development AND fQUNTVDMINISTRATOR Newman & Associates n Bay Apartment Communities, Inc. BY � DEPUTY Prim-olRivershora LUC$ Jones Hall Orrick Herrington: & Sutcliffe JK js CONTRA COSTA COIN i Y VARIABLE RATE DEMAND October ,'5, 1999 MULTI-FAMILY MORTAGE REVENUE REFUNDING BONDS (RIVERSHORE APARTMENTS), 1992 SERIES B Staff has reviewed the credentials of Prime/R ivers hors and found :hem to be satisfactory. The current credit enhancement grid the resultant ratings or, these bonds will be maintained at the AAA level reflecting the FNMA mortgage backed guarantee. it order to accomplish this change of ownership, the indenture, Financing Agreements and regulatory Agreement related to the above-referenced issue must be amended and extended. The County will benefit from an additional five-year extension to the terra of affordability. H:ABcordrs\E©059 ivershore.doc sg 13052-24 JH:sM:1dW 9/13/99 9/22/99 COUNTY OF CONTRA COSTA RESOLL71ON NO. 19L!U A RESOLUTION AUTHORMNG AMENDMENT OF THE INDENTURE, THE FINANTCI.-NG T AGREEMENT AND THE REGULATORY AGREEMENT RELATING TO THE COUNTY OF CONTRA COSTA VARIABLE RATE DEMAND MULTIFAMILY MORTGAGE REVENUE REFUNDING BONDS (RIVERSHORE APARTMENTS) 1992 SERIES B, AND THE -.rAKL\, TG OF CERTAIN OTHER ACTIONS RELATED THERETO WHEREAS, the County of Contra Costa (the "County") has previously issued its $10,900,000 Variable Rate Demand Multifamily Mortgage Revenue Refunding Bonds (Rivershore Apartments' 1992 Series B (the "Bonds") pursuant to an Amended and Restated Trust Indenture dated as of June 1, 1995 (the "Indenture"), between the County and First Trust of California, National Association (now known as U.S. Bank Trust National Association), as trustee (the"Trustee");and WHEREAS, the County and Bay Apartment Communities, h-,c., a California corporation (now known as AvalonBay Communities, Inc.) (the "Prior Borrower"), as successor to Rivershore Apartments, Inc., entered into an Amended and Restated Financing Agreement dated as of June 1, 1995 (the "Financing Agreement"), providing for the loan of the proceeds of the Bonds to the Prior Developer;and WHEREAS, in order to facilitate the sale of the Project (as defined in the 'indenture) by the Prior Borrower to Pri-me/Rivershore LLC (the "New Borrower"), the Prior,301-rower and the New Borrower have has requested that the County and the Trustee amend the Indenture and the Financing Agreernent;and WHEREAS, the County desires to accomodate odate such request of the Prior Borrower and the New Borrower;and; WHEREAS, in consideration of the County accommodating such request, the New Borrower has agreed to certain amendments to the Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants dated as of June 1, 1995 (the "Regulatory Agreement") among the County, the Trustee and the Prior Borrower (the obligations under which are being assumed.by the New Borrower); NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of the County of Contra Costa,as follows: 1. Th.e First Supplemental Trust Indenture in the form before this meeting is hereby approved, and any Authorized Officer (as defined in the Indenture) is herelay authorized and directed, for and in the name and on behalf of this "Board and the County, to execute and deliver to the Trustee, for and in the name and on behalf of the County, the First Supplemental Trust Indenture in substantially such form, with such additions, changes and corrections as such Authorized Officer may approve upon consultation with County Counsel and Bond Counsel to the County, such approval to be conclusively evidenced by the executor. by such Authorized Officer of the First Supplemental Trust Indenture with such additions,changes or corrections. 2. The First Amendment to Financing Agreement in the form before this meeting is hereby approved, and any Authorized Officer is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver to the Trustee, for and it the earn and on behalf of the County, the First Amendment to Financing Agreement in substantially such form, with such additions, changes and corrections as such Authorized Officer rrlay approve upon consultataon witli County Counsel and Bond Counsel to the County, such approval to be conclusively evidenced by the execution by such .Authorized Officer of the First Amendment to Financing.Agreement with such additiords,Changes or corrections. I The First Amendment to Regulatory Agreement and Declaration of restrictive Covenants in the form before this meeting is hereby approved, and any Authorized Officer is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver to the Trustee, for and in the name and on behalf of the County, the First Amendment to Regulatory Agreement and Declaration of restrictive Covenants in substantially such form, with such additions, changes and corrections as such Authorized Officer may approve upon, consultation with County Counsel and Bond Counsel to the County, such approval to be conclusively evidenced by the execution. by such Authorized. Officer the First Amendment to regulatory Agreement and Declaration of Restrictive Covenants with such additions,changes or corrections. 4. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this .resolution, including without lunitation any of the foregoing which may be necessary or desirable in cormection with any default under or arnendrrdent of such documents, any transfer or other disposition of the Project, any substitution of credit enhancement for the Bonds or any redemption of the Bonds, inay be givers or taken by any Authorized Officer -without further authorization by this Board, and any .Authorized Officer is hereby authorized and directed to give any such consent, approval, novice, order or request and to take any such action which such officer may deem necessary or desirable to further the purposes of this resolution, the Indenture, the Financing .Agreement and. the Regulatory Agreement, o All actions heretofore taken,by the officers and agents of t1he County with respect M the Bonds are hereby approved, confirmed and ratified., and the proper officers of the County are hereby authorized and directed, for and iL-n 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 a loan assignment and assumption; agreement or similar agreement or instrument, which they, or any of them, may deem necessary or advisable in order to consummate the amendment of the Indenture, the Financing Agreement and the regulatory .Agreement and the transactions contemplate,—,- thereby ontemplatedthereby in accordance with this resolution. b. The execution and delivery of the documents approved herein shall constitute approval of the sale by the Prior Borrower of the l'rofect to Elie New Borrower. 7. All resolutions or parts thereof in conflict herewith are, to the extent of such conflict,hereby repealed. 2 & "11u., dig--'-oiution shall take effect immediately upon its passage and aaophon. ADOPTED this 28th day of September, 1999,by the following vote: AYES: Supervisors Gioia, ilkema, Berber, BeSauInier and Canciarnill.a ABSTAINING:I'AINING: Non e ABSENT: None i Chr of the Board =Supervisors - e °Can.cialla ATTEST: Phil Batchelor, County ty An-ii-nistrator and Clerk of the Boar d��uper� sons '€ } � 9 By: �, 4epputv� 3