HomeMy WebLinkAboutMINUTES - 10221991 - 1.77 1-077
Contra
TO: BOARD OF SUPERVISORS Costa°'
co•,.
FROM: Harvey E. Bragdon County` '
Director of Community Development
DATE: October '22, 1991
SUBJECT: 1985-H Multifamily Mortgage Revenue Bonds
SPECIFIC REQUEST(S) OR RECOMMENDATIONS(S) & BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS
'Adopt resolution approving form and authorizing the execution of a
First Supplemental Indenture for the 1985-H Multifamily Mortgage
, Revenue Bonds (First Nationwide Savings Program) .
FISCAL IMPACT `X� �
None. No general funds are involved: The bonds are entirely secured
by the pledge of revenues under the Indenture. No impairment of those
revenue occurs as a result of this action.
BACKGROUND/REASONS FOR RECOMMENDATIONS
In November 1985, the County issued its 1985-H Multifamily Mortgage
Revenue Bonds to finance the Rivershore Apartments, West Pittsburg.
The project is built and operating. The bonds are secured by a Letter
of Credit from First Nationwide Savings. The project owner and First
Nationwide Savings desire to change the interest payment dates from
May 1 to November 1 of each year to June 1 and December 1 of each
year. Bondholders have .consented to this change.
CONTINUED ON ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDA O OF BO COMMI E
APPROVE OTHER
SIGNATURE(S) :
ACTION OF BOARD ON APPROVED AS RECOMMENDED-_,>,( OTHER
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A
UNANIMOUS (ASSENT ) TRUE AND CORRECT COPY OF AN
AYES: LI, IFI ,V, I l NOES: ACTION TAKEN AND ENTERED ON THE
ABSENT: ABSTAIN: IV MINUTES OF THE BOARD OF
.%,Supervisor McPeak, abstained because of a SUPERVISORS ON THE DATE SHOWN.
possible conflict of interest . OCT2 � �
cc: Community Development
via Community, Development ATTESTED
Orrick Herrington 4 Sutcliffe PHIL BATCHELOR, CLERK OF
THE BOARD OF SUPERVISORS
D COUNTY ADMINISTRATOR
BY , DEPUTY
sra19:85bonds.bos
f (Y\
RESOLUTION NO. 91/-"7
RESOLUTION OF THE BOARD OF SUPERVISORS
OF THE COUNTY OF CONTRA COSTA
APPROVING FORM OF AND AUTHORIZING
EXECUTION OF A FIRST SUPPLEMENTAL INDENTURE
AND AUTHORIZING EXECUTION OF. NECESSARY
CERTIFICATES AND TARING OF NECESSARY ACTIONS.
WHEREAS, this Board of Supervisors of the County of
Contra Costa ("the County") and the Bank of California, N.A. ,
as Trustee, entered into an Indenture (the "Indenture") , dated
as of November 1, 1985 to issue $11,730,000 principal amount
of Multifamily Mortgage Revenue Bonds (First Nationwide
Savings Program) 1985 Issue H (the "Bonds") 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;
WHEREAS Bankers Trust Company of California., N.A. ,
is successor Trustee (the "Trustee") to The Bank of
California, N.A. under the Indenture;
WHEREAS, the County has issued its Bonds pursuant to
the Indenture;
WHEREAS, the proceeds of the Bonds were used to
finance the acquisition and construction of a multifamily
residential rental housing project (the "Project") located -in
the County;
WHEREAS, . pursuant to the Indenture, the Bonds pay
,interest on May 1 and November 1 of each year;
WHEREAS, the owner of the Project (the "Owner") with
the consent of the Credit Institution has designated
consecutive Special Reset Periods of six month durations to be
in effect on and after each May l and November 1 (until such
time as a Reset Period or an alternate Special Reset Period is
designated) , with Mandatory Tender .Dates on each November 1
and May 1 following such Special Reset Periods;,
WHEREAS, .the County, the Credit Institution, as
defined, in the Indenture; and the Owner desire to amend the
Indenture to establish, among other things, that (i) interest
payment dates on the Bonds will be December 1 and June 1 of
each year ; (ii) the current Special Reset Peri-od and current
interest rate on the Bonds will be extended to but not
.including December 1, 1991, with a Mandatory Tender Date of
December 1, 1991; and (iii) the succeeding Special Reset
Periods as currently designated by the Owner will commence
December 1, 1991 and each June 1 and December 1 thereafter;
WHEREAS, Section 9 .01 of the Indenture provides that
certain modifications or amendments of the Indenture require
the consent of Holders of the Bonds then outstanding;
WHEREAS, the Bonds, the Trustee's certificate of
authentication and registration and assignment to appear
thereon, the Form of Tender Notice and the Form of Waiver' of
Mandatory Tender are to remain under a First Supplemental
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• R
Indenture dated as of October 1, 1991, between the County and
the Trustee (the "First Supplemental Indenture") in
substantially the form in which .they appear in the Indenture,
except as amended with conforming changes to reflect and
remain consistent with the amendment of the Interest Payment
Dates as provided in the First Supplemental Indenture; •
NOW, THEREFORE, the Board of Supervisors of the
County of Contra Costa hereby resolve as follows:
Section 1. All of the recitals herein contained
are true and correct and this Board of Supervisors so finds.
Section 2 . The form of First Supplemental
Indenture, tentatively dated as of October 1, 1991, on file
with the Clerk of this Board of Supervisors, is hereby
approved and the Chair of this Hoard of Supervisors and the
Clerk of this Board of Supervisors be and the same are hereby
authorized and directed, for and in the name of and on behalf
of the County, to execute and deliver the First Supplemental
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 .
Section 3 . The officers of the County are hereby
authorized and directed, jointly and severally, to do any and
all things which they may deem necessary or advisable in
order to consummate the transactions herein authorized and
otherwise to carry out, give effect to and comply with the
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terms and intent. of this Resolution. The Chair of the Hoard
of Supervisors and the other officers of the County be and
they are hereby authorized and directed to execute and
deliver, any and all certificates and representations,
including the Internal Revenue Service Form 8038, necessary
or. desirable in accomplishing the transactions set forth
above.
. '.Section 4 . All actions heretofore taken by the
officers and agents of the County -with respect to the First
Supplemental Indenture are hereby approved, confirmed and
ratified.
Section 5. This Resolution shall take effect from,
and after its date of adoption.
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PASSED AND ADOPTED by the Board of Supervisors of
the County of Contra Costa this 22nd . day of October, 1991, by
the following votes
. AYES: Supervizors Fanden, Schroder, :Torlakson,;, Powers
NOES: None
ABSENT: None
ABSTAIN; Supervisor McPeak
(Because of a possible
conflict of interest) Chair of the Board of Supervisors
of the County of Contra Costa
Attest
f Phil Ba'uchelor, County Administrator
and Clerk of the Board of Supervisors
Deputy
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r
COUNTY OF CONTRA COSTA
AND
BANKERS TRUST COMPANY OF CALIFORNIA, N.A.
Trustee
FIRST SUPPLEMENTAL
INDENTURE
Dated as of October 1, 1991
relating to
$11, 730, 000
COUNTY OF CONTRA COSTA
MULTIFAMILY MORTGAGE REVENUE BONDS
(FIRST NATIONWIDE SAVINGS PROGRAM)
1985 ISSUE H
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r `
A
THIS FIRST SUPPLEMENTAL INDENTURE (the "First
Supplemental Indenture") , dated as of October 1, 1991, by and
between the COUNTY OF CONTRA COSTA, a legal subdivision and
body corporate and politic, duly organized and existing under
the Constitution and laws of_ the State of California (the
"County") , and BANKERS TRUST COMPANY OF CALIFORNIA, N.A. ,
organized and existing under and byvirtue of the laws of the
United States of, America, successor to THE BANK OF CALIFORNIA,
NATIONAL ASSOCIATION, as Trustee (the "Trustee") ,
W I T N S S E T H•
WHEREAS, the County and the Trustee. entered into an
Indenture (the "Indenture") , dated as of November 1, 1985 to
issue $11, 730, 000 principal amount of Multifamily Mortgage
Revenue Bonds (First Nationwide Savings Program) 1985 Issue H
(the "Bonds" ) 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;
WHEREAS, the County has issued its Bonds pursuant to
the Indenture;
WHEREAS, the proceeds of the Bonds were used to
finance the acquisition and construction of a multifamily
residential rental housing project (the "Project" ) located in
the County;
WHEREAS, pursuant to the Indenture, the Bonds pay
,interest on May 1 and November 1 of each year;
WHEREAS, the owner of the Project (the "Owner") with
the consent of the Credit Institution has designated
consecutive Special Reset' Periods of six month durations to be
in effect on and after each May 1 and November 1 (until such
time as a Reset Period or an alternate Special Reset Period is
designated) , with Mandatory Tender Dates on each November 1
and May 1 following such Special Reset Periods ;
WHEREAS, the County, the Credit Institution and the
Owner desire to amend the Indenture to establish, among other
things, that (i) interest payment dates on the Bonds will be
December 1 and June 1 of each year; (ii) the current Special
Reset .Period and current interest rate on the Bonds will be
extended to but not including December 1, 1991, with a
Mandatory Tender Date of December 1, 1991; and (iii) the
succeeding Special Reset Periods as currently designated by
the Owner will commence December 1, 1991 and each June 1 and
December 1 thereafter;
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WHEREAS, . Section 9 . 01 of the .Indenture provides
that certain modifications or amendments of the Indenture
require the consent of Holders of the Bonds then outstanding;
WHEREAS, the Bonds, the Trustee's certificate of
authentication and registration and assignment to appear
thereon, the Form of Tender Notice and the Form of Waiver of
Mandatory Tender are to remain under this First Supplemental
Indenture in substantially the form in which they appear in
the Indenture, .except as amended with conforming changes to
reflect and remain consistent with the amendment of the
Interest Payment Dates as provided herein;
NOW, THEREFORE, THIS FIRST SUPPLEMENTAL INDENTURE
WITNESSETH, that in consideration of the premises and of the
mutual agreements herein contained, the County covenants and
agrees with the Trustee to amend and the same do hereby amend
the Indenture. as follows :
SECTION 1 . All capitalized terms used herein which are
defined in Section 1 . 01 of the Indenture shall have the same
meanings, respectively, .in the First Supplemental Indenture
as such terms are given in Section 1 . 01 of the Indenture,
except that the terms defined in this section shall for all
purposes of the Indenture and of the First Supplemental
Indenture and of the Bonds and of any certificate, opinion,
request or other document herein or therein mentioned have
the meanings ascribed' in this Section 1 .
Section 1. 01 of the Indenture (Definitions) is
hereby amended to read as ' follows :
Bond Year
"Bond Year" means the period of twelve consecutive
moriths ending on December 1 , inclusive, in any year in which
Bonds are Outstanding , provided that the last Bond Year shall
end .on November .l, 2000 .
Interest Payment Date
"Interest Payment Date" means the first day of each
June and December.
Remarketinca Dates
"Remarketing Dates" shall mean, subject to prior
redemption of the Bonds in accordance with the terms hereof ,
(i ) the Initial Remarketing Date and (ii) any December 1
occurring after November 1 , 1990, that is the day next
succeeding the termination' of any Reset Period, provided that
1051h
a Remarketing Date following establishment of a Special Reset
Period of six (6) months may al-so be any June 1 next
succeeding the .termination of such Special Reset Period.
Reset Period
"Reset . Period" shall mean any period of one or more
years beginning on any Remarketing Date and ending on any
November 30, or, in connection with the final Reset Period,
ending on October 31, 2000, determined to be a period during
which the Bonds will bear interest at the rate fixed for such
period pursuant to Section 2 . 02(B) .
SECTION 2 . Section 2 .02 of the Indenture (Form and Terms
of Bonds) is hereby amended in Subsection B, Paragraph 1, to
read as follows :
(B) Establishment of Remarketing Rates . On- any
Business .Day selected by the Remarketing Agent occurring not
more than forty (40) and not less than thirty-one (31) days
prior to the Mandatory Tender Date which is the first day of
the next Reset Period, the Remarketing Agent , having due
regard to prevailing market conditions and the option of the
Owner to designate a "Special Reset Period, " as provided
below, shall determine (i) the Reset Period which if used in
the remarketing of the Bonds (assuming no Bondholder will
waive the tender and purchase of his Bonds) would be the
longest Reset Period (not extending beyond five (5) years and
not less than one (1) year from the Remarketing Date, or in
the case of a Remarketing Date on or after December 1, 1995 ,
the date of maturity of the Bonds) which would, in the
judgment of the Remarketing Agent , result in the market value
of the Bonds as of such day (as if such day were the first
day of such Reset Period and assuming such Bonds were to bear
interest during such Reset Period at the highest obtainable
rate not in excess of nine percent (9%) per annum) being one
hundred percent .(100%) of the principal amount thereof (the
"Anticipated Reset Period") ; and (ii) the interest rate
which, if borne by the Bonds during the Anticipated Reset
Period determined pursuant to clause (i) of this sentence, or
the "Special Reset Period, " designated by the Owner with the
consent of the Credit Institution as provided below (provided
that if. the Owner is in default under the Project Loan or the
Regulatory Agreement, the Credit Institution. shall be
entitled to designate a Special Reset Period and Special
Reset Rate, subject to the conditions set forth below) , . would
be the interest rate, but would not exceed the interest rate,
which would result in the market value of the Bonds on suci
date of determination (as if such day were the first day of
such Anticipated Reset Period or Special Reset Period, as the
case may be) being one hundred percent (100%) of the
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principal amount thereof (the "Estimated Rate") , provided
that if the Remarketing Agent determines that no such Reset
Period would result in the Bonds having a market value of one
hundred percent (100%) of the principal amount thereof
assuming an interest rate during such Reset Period of not in
excess of nine percent (9%) per annum, the Bonds will be
redeemed in full without premium unless a Special Reset
Period and Special Reset Rate has been established on such
Mandatory Tender Date. Notwithstanding the above, the Owner
with the consent of the Credit Institution (or, under .the
circumstances set forth above, the Credit Institution alone)
may designate the duration of any Special Reset Period (not
less than six months) and' the rate of interest on the Bonds,
not to exceed twelve and one-half percent (12-1/2%) per annum
(the "Special Reset Rate") by delivery to the Trustee, the .
County and the Remarketing Agent of a written notice thereof
during the time prescribed for the determination of the
Anticipated Reset Period, accompanied by- an opinion of Bond
Counsel stating that such designation at the Special Reset
Rate will not adversely affect the exemption from Federal
income taxation of interest on the Bonds .
SECTION 3 . , Section 4 . 01 of the Indenture (Terms of
Redemption) is hereby amended in Subsections B and C to read
as follows :
(B) The Bonds are also subject to redemption prior
to their stated maturity, as a whole or in part by lot, from
amounts deposited in the Optional Redemption Fund pursuant to
Section 5 . 01(C) (1) , under the circumstances prescribed and as
provided in Section 3 . 04 (C) , on any Interest Payment Date on
or after December 1, 1992 at the Redemption Prices (expressed
as percentages of .the principal amount) , plus interest
accrued thereon to the date fixed for redemption listed below:
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1 V
t
•
Length of Reset
or Special Redemption
Reset Period Redemption Dates Prices
Three years December 1 preceding June l
of the. third year of suchReset
or Special Reset Period and
such June 1 100 . 0%
Four years December 1 . preceding June 1
of the third year of such Reset
or Special Reset Period and
such June 1 100 . 5
December 1 preceding June 1
of the fourth year of such Reset
or Special Reset Period and
such June 1 100 . 0
Five years December 1 preceding June l
of the third year of such Reset
or Special Reset Period and
such June 1 101 . 0
December 1 preceding June 1
of the fourth year of such Reset
or Special Reset Period and
such June 1 100 . 5
December 1 preceding June l
of the fifth year of such Reset
or Special Reset Period and
such June 1 100 . 0
(C) The Bonds are also subject to redemption prior
to their stated maturity, in part, by lot, from Mandatory
Sinking Account Payments as provided in Section 5 . 05(C) , on
any December 1 on or after November 1, 1990 at the principal
amount thereof and interest accrued thereon to the date fixed
for redemption, without premium on or after each Remarketing
Date and in an amount which is equal to principal payments on
the Project Loan expected to be rieceived by the Trustee as
calculated under the Agreement, assuming a thirty (30) year
amortization of the Project Loan commencing on such
Remarketing Date.
SECTION 4 . Except as amended hereby, the Indenture is
hereby ratified and confirmed.
1051h
IN WITNESS WHEREOF, the COUNTY OF CONTRA COSTA has
caused this First Supplemental. Indenture to be signed in its
name, by its Chairperson and its seal to be hereunto affixed
and attested by the County. Administrator and Clerk of the
Board of Supervisors, and Bankers Trust Company of
California, N.A. , in token of its acceptance of the trusts "
created hereunder, has caused this First Supplemental
Indenture to be signed in its corporate name by a Vice
President, and'' its corporate seal to be hereunto affixed, all
as of the day .and year first above written.
NTY OF CONT" COSTA
By �LCC2l
Chair of- the Board of Supervisors
of the. County of 'Contra Costa
[Seal]
Attest
Phil Batchelor, County Administrator
and Clerk, of the Board of Supervisors :
By
Deputy
BANKERS TRUST COMPANY OF
CALIFORNIA, N.A. ; '
as Trustee
By.
[Seal]
10:51h