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HomeMy WebLinkAboutMINUTES - 10131992 - 1.55 RESOLUTION NO. 90 RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF COUNTY OF CONTRA COSTA MULTIFAMILY HOUSING REVENUE BONDS (THE PARK REGENCY) 1992 SERIES A, AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE, LOAN AGREEMENT, REGULATORY AGREEMENT, OFFICIAL STATEMENT AND PURCHASE CONTRACT, MAKING CERTAIN APPOINTMENTS, 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 "Housing 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") has found and 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 and refinancing the construction and development of multifamily rental housing; WHEREAS, pursuant to the Housing Act, the County has previously issued $40, 000, 000 of its Variable Rate Demand Multifamily Mortgage Revenue Bonds, 1989 Series B (The Park Regency Project) (the "Prior Bonds") , in order to assist in financing the first phase of a multifamily housing development located within Area 3 and a portion of Area lA of the Pleasant SF2-7422.2 40511-69-ERB-10/09/92 Hill BART Station Area in the unincorporated area of the County of Contra Costa and known as The Park Regency (the "Project) , which is now owned by Park Regency Partners, a California general partnership (the "Developer") ; WHEREAS, the Developer now desires that the County assist in financing the second phase of the Project pursuant to the Housing Act and assist in refinancing the first phase thereof by refunding the Prior Bonds pursuant to Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the "Refunding Act") ; WHEREAS,. this Board of Supervisors hereby finds and declares that this resolution is being adopted pursuant to the powers granted by the Housing Act and the Refunding Act (collectively, the "Acts") ; WHEREAS, the County has applied to and received from the State of California Debt Limit Allocation Committee ("CDLAC") an allocation to issue bonds to finance the second phase of the Project in an amount of not to exceed $20, 000,000 in accordance with Section 146 of the Internal Revenue Code of 1986 (the "Code") and Chapter 11.8 of Division 1 of Title 2 of the California Government Code; WHEREAS, in order to secure the repayment of the loan of proceeds of the Bonds (hereinafter defined) , the Developer will deliver a letter of credit or other form of security authorized pursuant to the terms of the Indenture (hereinafter defined) for the benefit of the holders of the Bonds, the initial SF2-7422.2 2 40511-69-ERB-10/09/92 letter of credit to be issued by The Sumitomo Bank, Ltd. , Chicago Branch; WHEREAS, in order for the interest on the Bonds (hereinafter defined) to qualify for exclusion from gross income for purposes of federal income taxation under Section 103 of the Code, the Bonds must be approved by the applicable elected representative of the governmental unit which will issue the Bonds and the governmental unit the geographic jurisdiction of which contains the site of the Project, such approvals to be- made - in emadein accordance with Section 147 (f) of the Code; , . WHEREAS, the Project is located wholly within the unincorporated area of the County; WHEREAS, this Board of Supervisors is the elected legislative body of the County .and is the applicable elected representative required to approve the issuance of the Bonds within the meaning of Section 147 (f) of the Code; WHEREAS, a notice of a public hearing with respect to a plan of financing, including the proposed issuance of the Bonds, ' was published in the Contra Costa Times, a newspaper of general circulation in the County, on July 29, 1992 ; WHEREAS, on August 13, 1992, said public hearing was held before a staff member of the Community Development Department, an opportunity was provided for interested parties to present arguments for and against the issuance of the Bonds and comments were made and responded to in writing by the Deputy Director-Redevelopment of the Community Development Department; and S 2-7422.2 3 40511-69-ERs-10i09/92 WHEREAS, all conditions, things and acts required- to exist, to have happened and to have been performed precedent to and in the adoption of this resolution exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Acts; 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 Acts and the Indenture (hereinafter defined) , revenue bonds of the County, designated as "County of Contra Costa Multifamily Housing Revenue Bonds (The Park Regency) 1992 Series All in an aggregate principal amount not to exceed $60,000,000 (the "Bonds") , are hereby authorized to be issued. The Bonds shall be executed by the manual or facsimile signature of the Chair of the Board of Supervisors (the "Chair") , the seal or facsimile of the seal of the County shall be reproduced thereon and attested by the manual or facsimile signature of the County Administrator and Clerk of the Board of Supervisors (the "County Administrator") , in the form set forth in and otherwise in accordance with the Indenture (as hereinafter defined) . 3 . The proposed form of indenture (the "Indenture") between the County and a qualified trustee (the "Trustee") , in substantially the form presented to this meeting, is hereby approved. Any one of the Chair or the Vice-Chair of the Board of Supervisors, the County Administrator, the Director, Growth SF2-7422.2 4 40511-69-ERB-10/09/92 Management and Economic Development Agency, the Director of Community Development and the Deputy Director-Redevelopment of the Community Development Department (each a "Designated Officer") is 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, including without limitation designation of the Trustee, as are recommended or approved by the Designated Officer executing the Indenture 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 10, provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $60, 000, 000 or result in an initial stated interest rate on the Bonds in excess of 5% per annum) , 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 loan agreement (the "Loan Agreement") between the County and the Developer, in substantially the form presented to this meeting, is hereby SF2-7422.2 5 40511-69-ERB-10/09/92 approved. Any one of the Designated Officers of the County is hereby authorized and directed, for and in the name of and on behalf of the County, to execute and deliver the Loan Agreement, and the County Administrator is hereby authorized and directed, for and in the name* and on behalf of the County, to attest the Loan Agreement, in substantially said form, with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing the Loan Agreement 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 10, the approval of such changes to be conclusively evidenced by the execution, delivery and attestation of said Loan Agreement. 5. The proposed form of supplemented and restated regulatory agreement (the "Regulatory Agreement") among the County, the Trustee and the Developer, in substantially the form presented to this meeting, is hereby approved. Any one of the Designated Officers of the County is 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 additions thereto or changes therein as are recommended or approved by the Designated. Officer executing the Regulatory Agreement 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 10, the approval of such changes to be SF2-7422.2 6 40511-69-ERB-10/09/92 conclusively evidenced by the execution and delivery of said Regulatory Agreement. 6. The proposed form of bond purchase contract (the "Purchase Contract") among the County, the Developer and Goldman, Sachs & Co. , on behalf of itself and the other underwriters named therein (collectively, the "Underwriters") , in substantially the form presented to this meeting and the sale of the Bonds pursuant thereto, is hereby approved. Any one of the Designated Officers of the County is 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 the Designated Officer executing the Purchase Contract 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. 7. The proposed form of official statement relating to the Bonds (the "Official Statement") , in substantially the form presented to this meeting, is hereby approved. Any one of the Designated Officers is 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 SF2-7422.2 7 40511-69-ERB-10/09192 approved by the Designated Officer executing the Official Statement 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 Underwriters are 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 Underwriters of a preliminary official statement relating to the Bonds, if any, is hereby approved and authorized. 8. 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 Underwriters in accordance with written instructions executed on behalf of the County by any one of the Designated Officers, which instructions said Designated Officer is hereby authorized and directed, for and in the name and on behalf of the County, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Underwriters in accordance with the Purchase Contract, upon payment of the . purchase price therefor. 9. It is the purpose and intent of this Board of Supervisors that this resolution constitute approval of the .Bonds in the amount of $60, 000, 000 by the applicable elected SM-7422.2 8 40511-69-ERB-10109/92 representative of the County in accordance with Section 147 (f) of the Code. 10. 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 Loan Agreement, the Regulatory Agreement, the Purchase Contract and the other documents herein approved and any certificates, agreements or documents as may be necessary to further the purpose hereof or 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. 11. All consents, approvals, notices, orders, requests and other actions permitted or required by the Indenture, the Loan Agreement or the Regulatory Agreement, including without limitation any of the foregoing which may be necessary or SF2-7422.2 9 40511-69-ERB-10/09/92 desirable in connection with any default under or amendment of such documents, any transfer or other disposition of the Project, any substitution or elimination or addition of credit enhancement for the Bonds or any redemption of the Bonds, may be given or taken by a Designated Officer upon consultation with the Director of Community Development without further authorization by this Board of Supervisors, and any Designated Officer, upon such consultation, 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, the Program, the Indenture, the Loan Agreement and the Regulatory Agreement. 12. The County Community Development Department is hereby designated as administrator of the Program. 13 . Orrick, Herrington & .Sutcliffe is hereby retained as bond counsel to the County. 14. Goldman, Sachs & Co. , Artemis Capital Group, Inc. and M.R. Beal & Company are hereby appointed as underwriters to the County. 15. All resolutions or parts thereof in conflict herewith are, to the extent of such conflict, hereby repealed. 16. This resolution shall take effect immediately upon its adoption. SF2-7422.2 10 40511-69-ERB-10/09/92 PASSED AND ADOPTED this 13th day of October, 1992, by the following vote: AYES: Supervisors Powers, Fanden, Schroder, Torlakson, McPeak NOES: None ABSTAINING: None ABSENT: None Chair, Board ,of Supervisors of Contra Costa,..-County ATTEST: Phil Batchlor County Administrator and Clerk of the Board of Supervisors By Deputy Clerk i SF2-7422.2 11 40511-69-ERB-10/09/92