Loading...
HomeMy WebLinkAboutMINUTES - 05181993 - 1.4 (2) -40 1)4 _ Contra Costa TO: BOARD OF SUPERVISORS County .• J FROM: Harvey E. Bragdon Director of Community Development DATE: May 18, 1993 SUBJECT: Bond Sale Resolution - Cedar Pointe Apartments, San Ramon SPECIFIC REQUEST(S) OR RECOMMENDATIONS(S) & BACKGROUND AND JUSTIFICATION RECOMMENDATIONS ADOPT RESOLUTION authorizing the sale of Multi-Family Mortgage Revenue Refunding Bonds for the Cedar Pointe Apartments, San Ramon, and actions related thereto. FISCAL IMPACT No general fund monies are involved. The bonds are secured entirely by • revenues pledged under the Indenture. No obligation, moral or otherwise, exists as a result of this action. Ongoing costs of the County in monitoring compliance with affordability requirements are to be paid by the developer. BACKGROUND/REASONS FOR RECOMMENDATIONS In 1983 the County issued multi-family tax exempt bonds for the Cedar Pointe Apartment project (1983 Issue A) , in San Ramon. CONTINUED ON ATTACHMENT: YES SIGNATURE: RECOMMENDATION OF COUNTY ADMINISTRATOR RENDATION OF BOARD C ITTEE APPROVE OTHER 7 SIGNATURE(S) : ACTION OF BOARD ON APPROVED AS RECOMMENDED X OTHER c VOTE OF SUPERVISORS c_"� I HEREBY CERTIFY THAT THIS IS A UNANIMOUS (ABSENT ) TRUE AND CORRECT COPY OF AN AYES: NOES: ACTION TAKEN AND ENTERED ON THE ABSENT: ABSTAIN: MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. Jim Kennedy, 646-4076 ca: Community Development County Administrator ATTESTED �7 7 County Counsel PHIL BAPCHELOR, CLERK OF via Community Development THE BOARD OF SUPERVISORS Lincoln Property AND COUNTY ADMINISTRATOR Pacific Commonwealth Corp. Orrick Herrington & Sutcliffe City of San Ramon /J SRA9/cedpoint.bos BY , DEPUTY The owner of the project, Lincoln . Alcosta Limited Partnership, a California limited partnership, has requested that the County refund those 1983 bonds to take advantage of interest rate reductions that have recently occurred. Staff agreed to recommend the sale of refunding bonds so long as: 1. The bonds were adequately secured; 2 . The County's cost of issuance was paid; 3 . The term of the affordability period was extended to 15 years from the date of the sale of the refunding bonds; 4 . The terms of the affordability requirement are modified to provide for 10% of the units at rents affordable to very low income, and 10% to low income households. 5. The County's cost of monitoring compliance with affordability terms was provided for. These conditions have been met. The bond sale resolution authorizes a number of actions, a summary of which is provided in Attachment A. ATTACHMENT A The attached resolution authorized a number of actions, a summary of which follows: 1. Authorizes the issuance of revenue bonds in an amount not to exceed $12,500, 000; 2 . Approves the form of Indenture between the County and the Trustee; 3 . Approves the form of Bond Purchase Agreement between the County, Owner, and Pacific Commonwealth Corporation as underwriter; 4 . Approves form of Financing Agreement between County and Owner; 5. Approves form of Supplemental Regulatory Agreement between County, Trustee and Owner; 6. Approves form of preliminary Official Statement; 7 . Approves Orrick, Herrington & Sutcliffe as Bond Counsel; 8. Approves Litten Financing Consulting as Financial Advisor; 9. Appoints the Contra Costa County Community Development Department as the Administrator; 10. Authorizes the Chair, Vice-Chair, County Administrator, Director of . Community Development, and Deputy Director- Redevelopment to take such other actions necessary to complete the sale of bonds and assistance related thereto. 40 COUNTY OF CONTRA COSTA RESOLUTION NO. 93/223 A RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF MULTIFAMILY MORTGAGE REVENUE REFUNDING BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $12,500, 000 FOR THE PURPOSE OF MAKING A LOAN TO PROVIDE REFINANCING FOR A MULTIFAMILY RENTAL HOUSING PROJECT KNOWN AS CEDAR POINTE APARTMENTS, DETERMINING AND PRESCRIBING CERTAIN MATTERS RELATING THERETO, AND APPROVING AND AUTHORIZING RELATED ACTIONS AND THE EXECUTION AND DELIVERY OF RELATED DOCUMENTS. WHEREAS, the County of Contra Costa (the "County") has heretofore determined to engage° in a program (the "Program") of financing the construction of a multifamily rental housing development known as Cedar Pointe Apartments (the "Project") , and in order to do so issued $12,297, 338 of its Multifamily Mortgage Revenue Bonds; Series 1983 A (FHA Insured Mortgage Loan - Cedar Pointe Apartments Project) '(the "Prior Bonds") , and made a loan of the proceeds thereof to Lincoln Alcosta Limited Partnership (the "Owner") ; and WHEREAS, the Owner has requested that the Board of Supervisors of the County (the "Board") refund the Prior Bonds in accordance with that certain indenture dated as of December 1, 1983 (the "Prior Indenture") by and between the County and First Interstate Bank of California (the "Trustee") ; and WHEREAS, the Board desires to assist the Owner and preserve the availability of units in the Project for low and moderate income persons or families, and in order to accomplish such purposes it is desirable for the Board to provide for the refunding of the Prior Bonds and provide refinancing for the Project; and WHEREAS, Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the "Act") provides a complete, additional and alternative method for such refinancing; and WHEREAS, there has been prepared and presented to this Board for consideration at this meeting the documentation required for the issuance of refunding bonds for such refinancing; and WHEREAS, it appears that each of the documents which are now before this meeting * is in appropriate form and is an appropriate instrument to be executed and delivered for the purposes intended; and WHEREAS, Pacific Commonwealth Corporation (the "Underwriter") has expressed its intention to purchase the SM-16136. RESOLUTION :No.93/223 refunding bonds authorized hereby, and this Board finds that the public interest and necessity require that the County at this time make arrangements for the sale of such refunding bonds; NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of the County of Contra Costa, as follows: 1. Pursuant to the Act and the Indenture (hereinafter defined) , revenue bonds of the County, to be designated as "County of Contra Costa Mortgage Revenue Refunding Bonds (FHA Insured Mortgage Loan - Cedar Pointe Apartments Project) , " and "County of Contra Costa Taxable Mortgage Revenue Refunding Bonds (FHA Insured Mortgage Loan - Cedar Pointe Apartments Project) , " and each bearing an appropriate series designation (the "Bonds") , in an aggregate principal amount not to exceed $12,500, 000, and with a final maturity date not later than September 1, 2025, are hereby authorized to be issued. The Bonds shall be in the forms set forth in and otherwise in accordance with the Indenture, and shall be executed by the manual or facsimile signature of the Chair of this Board, and the manual or facsimile seal of the County shall be impressed or reproduced thereon and attested by the manual or facsimile signature of the County Administrator and Clerk of this Board. 2. The proposed form of Trust Indenture (the "Indenture") between the County and the Trustee, in substantially the form presented to this meeting, is hereby approved. The Chair of this Board or any Authorized Issuer Representative (as defined in the Indenture) is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute by manual or facsimile signature, attested by the County Administrator and Clerk of this Board or any deputy thereof under the seal of the County, and such officers are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to deliver, the Indenture in substantially said form, with such additions thereto or changes therein as such officers may approve or recommend upon consultation with County Counsel and Bond Counsel to the County (provided that such additions or changes shall not authorize an aggregate principal amount of Bonds in excess of the amount stated above or result in an initial stated interest rate on the Bonds in excess of 8.75% per annum) , the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the 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. 3 . The proposed form of bond purchase contract (the "Purchase Contract") between the County and the Underwriter, in substantially the form presented to this meeting, is hereby approved. Any Authorized Issuer Representative is hereby authorized and directed, for and in the name and on behalf of SF2-16136.2 2 this Board and the County, to accept the offer of the Underwriter to purchase the Bonds contained in the Purchase Contract (when such offer is made and if such offer is consistent with Section 2 hereof) and to execute and deliver said Purchase Contract; provided, however, that the Underwriter's discount on the Bonds shall not exceed 1.50 % of the aggregate principal amount of the Bonds. 4 . The proposed form of Financing Agreement (the "Financing Agreement") among the County, the Trustee and the Owner, in substantially the form presented to this meeting, is hereby approved. The Chair of this Board or any Authorized Issuer Representative is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute by manual or facsimile signature, attested by the County Administrator and Clerk of this Board or any deputy thereof under the seal of the County, and such officers are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to deliver the Financing Agreement, with such additions or changes in said document as such officers may recommend or approve upon consultation with County Counsel and Bond Counsel to the County, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Financing Agreement. 5. The proposed form of Supplemental Regulatory Agreement (the "Regulatory Agreement") between the County and the Owner, in substantially the form presented to this meeting, is hereby approved. The Chair of this Board or any Authorized Issuer Representative is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute by manual or facsimile signature, attested by the County Administrator and Clerk of this Board or any deputy thereof under the seal of the County, and such officers are hereby authorized and directed, for and in the name and on behalf of this Board and the County, to deliver, the Regulatory Agreement with such additions or changes in said document as such officers may recommend or approve upon consultation with County Counsel and Bond Counsel to the County, the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Regulatory Agreement. 6. The proposed form of preliminary official statement relating to the Bonds (the "Preliminary Official Statement") , in substantially the form presented to this meeting, to be used in connection with the offer and sale of the Bonds, is hereby approved, .and the Board hereby ratifies and approves distribution of the Preliminary Official Statement to prospective purchasers of the Bonds. The Chair of this Board or any Authorized Issuer Representative is hereby authorized and directed, for and in the name and on behalf of this Board and the County, to execute and deliver, at the time of sale of the Bonds, said form of Preliminary Official Statement as the final Official Statement (the "Official Statement") , with such additions thereto SF2-16136.2 3 t or changes therein as such officer may recommend or approve upon consultation with County Counsel and Bond Counsel to the County, the approval of such additions or changes to be conclusively evidenced by the execution and delivery_ of the Official Statement. Such changes may include, without limitation, such changes as to the principal amount, maturity schedule, interest rates and redemption features of the Bonds as effectuate the purposes of this resolution, provided, however, that no change may be made which results in an aggregate principal amount of Bonds or an interest rate thereon in excess of the limits prescribed in Sections 1 and 2 hereof. The Chair of this Board or any Authorized Issuer Representative is hereby authorized to certify that the Preliminary Official Statement and the final Official Statement are, as of their respective dates, "deemed final" by the County as defined in Rule 15c2-12 of the Securities and Exchange Commission. 7. 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 this Board and the County by the Chair of this Board or any Authorized Issuer Representative, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of the Board and the County, to execute and deliver to the Trustee. 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 thereof. 8. If the Chair of the Board is unavailable to execute the documents hereinabove mentioned, the Authorized Issuer Representative shall be entitled to sign in the place of the Chair of the Board. 9. This Board hereby appoints the County as administrator/manager of the Program (the "Administrator") . 10. Orrick, Herrington & Sutcliffe is hereby appointed Bond Counsel in regards to the issuance of the Bonds, and Litten Financial Consulting is hereby appointed Financial Advisor to the County in regards to the issuance of the Bonds. 11. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this resolution, 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 substitution of credit enhancement for the Bonds or any redemption of the Bonds, may be given or taken by the Administrator without further authorization by this Board, and M-16136.2 4 the Administrator 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 and the Program. 12. 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 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 certifi- cates, agreements and other documents, including but not limited to an escrow agreement, those documents described in the Indenture, the Purchase Contract and the other documents herein approved, which they, or any of them, 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 this Board and otherwise in order to carry out the Program. 13 . This Resolution shall take effect immediately upon its passage and adoption. ADOPTED this 18th day of May, 1993, by the following vote AYES: Supervisors Powers, Smith, Bishop, Weak, Torlakson NOES: None ABSTAINING: None ABSENT: None /am Chair of the Board of Supervisors ATTEST: Phil-Batchelor, County Administrator and Clerk -of the Board of Supervisors Deputy SF2-16136.2 5