HomeMy WebLinkAboutMINUTES - 10051999 - C65 8
TO: BOARD CE SUPERVISORS
FROM: Dennis M. Barry, AICD
Community Development Director
DATE: October 5, 1999
SUBJECT: Multifamily Mortgage Revenue Bonds, Delta Square (Runaway Bay) Apartments, Antioch
SPECIFIC REQUEST(S) OR RECOMMENDATIONS(S) & BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS
ADOPT Resolution authorizing the issuance of multifamily housing revenue bonds in ars
amount not to exceed $12,190,990 for the refinancing of the Dunaway Bay Apartments,
Antioch and actions related thereto. Resolution No. 99/513
FISCAL IMPACT
Tone. No general funds are involved. The County is compensated for its costs of issuance
and annual administrative costs.
BACKGROUND/REASONS FOR RECOMMENDATIONS
In 1985 the County issued Multifamily Mortgage Revenue Bonds to finance the development
of the Runaway Bay Apartments (thea known as Delta Square Apartments) in Antioch. The
259-unlit development reserved 20% of the units for affordable housing for low and moderate
income households. The County refunded the 1985 bonds in 1990. The owner of the project
is Delta Square e Oxford Limited partnership, a Maryland Limited Partner p he `"Owner.")
f
CONTINUED ON ATTACHMENT: XX YES SIGNATURE-
RECOMMENDATION
IGNATU E-RECOM ENDATION OF COUNTY ADMINISTRATOR E OMMEN ATI N OF B
COMMITTEE APPROVE OTHER 7 f ;
SIGNATURE(S): y
ACTION OF BOARD ON October 5, 1999 APPROVED AS RECOMMENDED xx OTHER
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A
x UNANIMOUS (ABSENT TRUE AND CORRECT" COPY OF AN
AYES: NOES: ACTION TAKEN AND ENTERED ON THE
ABSENT- ABSTAIN: MINUTES CE THE BOARD OF
SUPERVISORS ON TIME DATE SHOWN.
Source: Jim Kennedy
335-1255
cc: County Administrator
County Counsel ATTESTED October 5 , 1999
Via Community Development PHIL BATCHELOR, CLERK CSE
Orrick Herrington & Stucliffe THE BOARD OF SUPERVISORS
Delta Square - Oxford Limited partnership AND COUNTY ADMINISTRATOR
Newman & Associates �N
Orig.- Community Development
BY
DEPUTY
MULTIFAMILY MORTGAGE REVENUE BONDS October 5, 1999
DELTA SQUARE (RUNAWAY BA's') APARTMENTS
AI TIOCH
The Owner has requested that the mortgage be refinanced and the bonds restructured in
order to reduce project costs. Consistent with past practice in similar circumstances, in return
for extending the term of affordability, the County has supported these refundings. Staff
recornmends approving the issu=ance of its County of Contra Costa Variable Fete Multifamily
Housing Refunding Revenue Bonds (Delta Square Project), Series 1999H 'the "Bonds).
The Resolution authorized the actions set forth as attachment A.
J :js
E 3:\;ldordrsl d 059 its anaway.eioc
ATTACHMENT A
Summary of Actions
Contained in Bond Sale
Resolution
1. Authorizes issuance of the ends in an amount not to exceed $12 100,000;
2. Approves the form of Indenture between the County and:he Trustee, First Union
National Bank,
3. Approves the form, of Financing Agreement between the County, the Owner and
the Trustee;
4. Approves the form of the Annended and Restated Regulatory A reernent between
the County, the Owner and the Trustee;
5. Approves.the Form of purchase Agreement between the County, the Owner and
the Underwriter- Newman and Associates, Inc,
. Approves the form of Official Statement to be used: in connection with the sale of
Bonds,
7. Appoints Carrick Herrington & Sutcliffe as Band Counsel; and
S. Authorizes the Chair, 'Aide-Chair, the County Administrator, the Director of
Community Development and the Deputy Director- Redevelopment to execute
and deliver documents and to take such other actions as are necessary to complete
the sale and delivery of the Bonds.
H a;3cxrar�sv\AE2�ci�}(359I30.c1ec
RESOLUTIONNO. 99/513
OF THE BOARD OF SUPERVISORS OF THE
COUNTY OF CONTRA COSTA,
CALIFORNIA
RESOLUTION AUTHORIZING THE ISSUANCE _kND DELIVERY OF
MULTIFAMILY HOUSING REVENUE BONDS IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $12,100,000 FOR THE
REFINANCING OF A MULTIFAMILY RENTAL, HOUSINGPROJECT
GENERALLY KNOWN AS RUNAWAY BAY APARTMENTS (FORMERLY
KNOWN AS DELTA SQUARE 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") has previously issued its
Multifamily Mortgage Revenue Bonds (Delta Square Project) 1985 Issue and its Multifamily
Mortgage Revenue Refunding Bonds (Delta Square Project), 1990 Series A (the "Prior Bonds")
authorized pursuant to Section 52075 and following of the California Health and Safety Code
(the"Act");
WHEREAS, the County desires to participate in the refinancing of the 280-unit
multifamily rental housing development generally known as Runaway Bay Apartments (formerly
known as Delta Square Apartments) (the "Project"), which will be owned and operated by Delta
Square-Oxford Limited Partnership, a Maryland Limited Partnership, and entities related thereto
(collectively, the "Borrower"), and in order to do so intends to sell and issue not to exceed
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$12,100,000 of its Bonds and loan the proceeds thereof to the Borrower, thereby reducing the cast
of the Project and assisting in providing housing for low income persons;
WHEREAS, the County proposes to issue its County of Contra Costa Variable
Fate Multifamily Housing Refunding Revenue Bonds (Delta Square Apartments Project), Series
1999H(the "Bonds") pursuant to Article 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the
Government Code of the State of California (the "Refunding Law"), and.. the Indenture, the
proceeds of which will be utilized to refund the Prior Bonds;
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 the County;
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;and
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:
(1) Trust Indenture (the "Indenture") to be entered into between the County and
First Union National Barak. (the "Trustee"), providing for the authorization and issuance of
the Bonds;
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(2) Financing Agreement (the "Financing Agreement") to be entered into
among the County,the Borrower and the Trustee;
(3) Amended and Restated Regulatory Agreement (the
"Regulatory Agreement"), to be entered into among the Borrower, the County and the
Trustee;
(4) Bond Purchase Agreement(the "Purchase Agreement")to be
entered into among the County, the Borrower and Newman & Associates, Inc., as
Underwriter(the"Underwriter");and
(5) Official Statement (the "Official Statement") to be used by
the Underwriter in connection with the sale of the Bonds.
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
1470 of the Code, the County is hereby authorized to issue the Bonds. The Bonds shall be
designated as "County of Contra Costa Variable Rate Multifamily Housing ',refunding Revenue
Bonds (Delta Square Apartments Project) Series 1999H," in an aggregate principal amount not to
exceed $12,100,000. The Bonds shall be in the for m. 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 terms of
the Indenture presentedat this meeting. Payment of the principal of, redemption premium., if any,
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and interest on, the Bonds shall be invade 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 3e The form of Indenture, on file with the Clerk, is hereby approved
and the Chair of the Board of Supervisors, the Mice Chair of the Board of Supervisors, the
County Administrative Officer, the Director of Community Development or the Deputy Director-
Redevelopment (each an "Authorized Representative") is hereby authorized and directed to
execute and deliver the Indenture its 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 January 1, 2030),
interest rate or rates (which shall not exceed 12%c, per annum), interest payment dates,
denominations, form, registration privileges, manner of execution, place of payment, terms of
redemption and anther terms of the Bonds shall be as provided in the Indenture as finally executed.
Section 4. The form of Financing Agreement, on file with the Clerk, is hereby
approved and an Authorized Representative is hereby authorized and directed to execute and
deliver the Financing Agreement in substantially said faun., with such changes therein as such
officers may require or approve, such approval to be conclusively evidenced by the execution and
delivery thereof.
Section 5. 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 therein as
such officers may require or approve, such approval to be conclusively evidenced by the
execution and delivery thereof.
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Section 6. The forge of the Official Statement, on file with the Clerk, is hereby
approved and an Authorized Representative is hereby authorized and directed to execute and
deliver the Official Statement in substantially said fora, 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 County is hereby authorized to execute', the Bands 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 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 sof 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 9. The Board hereby appoints Orrick, Herrington& Sutcliffe LLP,
San Francisco, California, as bond counsel.
Section 10. 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 hereby
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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 describe in the Indenture,the Purchase Agreement and the other documents herein
approved, which such officer, or any of there, 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 11. 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 fi€rther 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 fin-ther the purposes of
this resolution and the financing of the Project.
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Section 12. This Resolution shall take effect upon its adoption.
PASSED AND ADOPTED THIS 5th day of October, 1999.
AYES: Supervisors Gioia, Liikema, Gerber, DeSaulnier, CanciamiIl;
NOES: Ion e
ABSENT: Done
A'BSTATN: None
[Seal]
<` Mair 6 the Board of Supervisors
ATTEST: Phil Batchelor,
County Administrator and Clerk of
the Board of Supervisors
By: CLOJdA.' Lil
'IJep�ty clerk
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CLERK'S CERTIFICATE
I, Aran Cervel li _, 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 5th day of October, 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 vete:
AYES:Supervisors Gioia, Ui lkema, Gerber, DeSaul.nier,Canci'ami" l.a.
NOES: None
ABSENT: None
ABS -A1N a Nene
An agenda of said meeting was posted at least 72 hours before;said meeting at b51
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 f other 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,trite 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 seat of the County of Contra Costa this 5 th day of
Oct! ber, 1999.
Phil Batchelor,County Administrator and Clerk of
the Board of Supervisors
LSEAL]
By
Deputy erk
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