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HomeMy WebLinkAboutResolution - - 1995-289 - 11/7/1995 • 1111 RESOLUTION NO. 9 5-2 8 9 A RESOLUTION OF CITY OF FRESNO, CALIFORNIA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF CITY OF FRESNO, CALIFORNIA VARIABLE RATE DEMAND MULTIFAMILY HOUSING REVENUE REFUNDING BONDS, 1995 SERIES A (HERON POINTE APARTMENTS AND STONEPINE APARTMENTS), APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF RELATED AGREEMENTS, AND APPROVING OTHER RELATED ACTIONS IN CONNECTION THEREWITH WHEREAS, pursuant to Chapter 7, commencing with Section 52075, of Part 5 of Division 31 (the "Act") of the Health and Safety Code of the State of California the City has previously issued its City of Fresno, California Variable Rate Multifamily Housing Revenue Demand Bonds, 1985 Series A(River Oaks Apartment Projects and Cornelia Gardens Apartments Projects) in the initial principal amount of$28,365,000 (the "Prior Bonds"); and WHEREAS, proceeds of the Prior Bonds were used to finance the construction of two multifamily housing developments known as the River Oaks Apartment Projects (now referred to as the Heron Pointe Apartments) and the Cornelia Gardens Apartments Projects (now referred to as the Stonepine Apartments) (collectively, the "Projects"); and WHEREAS, Article 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code (the "Refunding Law") of the State of California authorizes a local agency to incur indebtedness for the purpose of refunding outstanding bonds of the local agency, and the Refunding Law provides a complete, additional and alternative method for doing the things authorized thereby; and WHEREAS, Oaks Development, L.L.C., a Delaware limited liability company (the "Developer"), the owner of the Projects has requested that the City issue and sell the Bonds (hereinafter defined) for the purpose of making a loan to the Developer to refinance Projects; and WHEREAS, the Bonds will be considered to be "exempt facility bonds" under Section 142(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and Section 147(f) of the Code requires that the "applicable elected representative" with respect to the City hold a public hearing with respect to the issuance of the Bonds; and WHEREAS, the City has determined that the City Council of the City of Fresno is the "applicable elected representative" to hold said public hearing; and ( 1 ` pAS5Em 0041378523 5 a(s19� EFFECTIVE \`�� 3 • r WHEREAS, a notice of a public hearing with respect to the proposed issuance of the Bonds and the refinancing of the Projects with the proceeds thereof has been published in a newspaper of general circulation in the City of Fresno not less than fourteen days prior to the date of such hearing, all as required by the Code; and WHEREAS, on this date, said public hearing was held before the City Council of the City, and an opportunity was provided for interested parties to present arguments for and against the issuance of the Bonds and the refinancing of the Projects with the proceeds of the Bonds; and WHEREAS, the City Council of the City of Fresno, as the "applicable elected representative" of the City, approves of the issuance of the Bonds as in the public interest of the City; and WHEREAS, all conditions,things and acts required to exist,to have happened and to have been performed precedent to and in connnection with the issuance of the Bonds as contemplated by this Resolution and the documents referred to herein 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 Refunding Law. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Fresno, California, as follows: 1. The City hereby finds and declares that the above recitals are true and correct. 2. Pursuant to the Refunding Law and the Indenture (hereinafter defined), refunding revenue bonds of the City, designated as "City of Fresno, California Variable Rate Demand Multifamily Housing Revenue Refunding Bonds, 1995 Series A (Heron Pointe Apartments and Stonepine Apartments)" in an aggregate principal amount not to exceed $25,265,000 (the "Bonds"), are hereby authorized to be issued. The Bonds shall be executed by the manual or facsimile signature of the City Manager of the City, the facsimile of the seal of the City shall be reproduced thereon and attested by the manual or facsimile signature of the City Clerk of the City, in the form set forth in and otherwise in accordance with the Indenture. 3. The indenture of trust (the "Indenture") between the City and BNY Western Trust Company (the "Trustee"), in the form presented to this meeting, is hereby approved. The City Manager and the Controller of the City (the "Designated Officers"), each acting alone, are hereby authorized and directed, for and in the name of and on behalf of the City, to execute and deliver the Indenture, and the City Clerk of the City is hereby authorized and directed, for and in the name of and on behalf of the City, to attest the signature of such Designated Officer executing such agreement, in said form, with such additions thereto or changes therein as are approved by the Designated Officer executing such agreement in consultation with Bond Counsel to the City (provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of$25,265,000), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Indenture by the City. The date, maturity dates, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of �j 99990\00004\37852.3 2 38_/ 4319 b • 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 loan agreement (the "Loan Agreement") among the City, the Trustee and the Developer, in the form presented to this meeting, is hereby approved. The Designated Officers, each acting alone, are hereby authorized and directed to execute and deliver the Loan Agreement in said form, with such additions thereto or changes therein as are recommended or approved by the City Manager of the City in consultation with Bond Counsel to the City, the approval of such changes to be conclusively evidenced by the execution and delivery of said Loan Agreement by the City. 5. The amended and restated regulatory agreement and declaration of restrictive covenants (the "Regulatory Agreements") among the City, the Trustee and the Developer with respect to each Project, in the forms presented to this meeting, are hereby approved. The Designated Officers, each acting alone, are hereby authorized and directed, for and in the name of and on behalf of the City, to execute and deliver the Regulatory Agreements in said forms, with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing such agreement in consultation with Bond Counsel to the City, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Regulatory Agreements by the City. 6. The intercreditor agreement (the "Intercreditor Agreement") among the City, First Interstate Bank of California and the Trustee, in the form presented to this meeting, is hereby approved. The Designated Officers, each acting alone, are hereby authorized and directed for and in the name of and on behalf of the City, to execute and deliver the Intercreditor Agreement in said form, with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing such agreement in consultation with Bond Counsel to the City, the approval of such changes to be conclusively evidenced by the execution and delivery of the Intercreditor Agreement by the City. 7. The bond purchase agreement for the Bonds (the "Bond Purchase Agreement") among the City, E. J. De La Rosa& Co., Inc. (the "Underwriter") and the Developer in the form presented to this meeting, is hereby approved. The Designated Officers, each acting alone, are hereby authorized and directed, for and in the name of and on behalf of the City, 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 3 of this Resolution) and to execute and deliver said Purchase Contract in said form, with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing such agreement in consultation with Bond Counsel to the City (provided that no such change shall increase the principal amount of the Bonds over $25,265,000 and the Underwriter's fee and/or discount shall not be in excess of 2% of the principal amount of the Bonds), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Bond Purchase Agreement by the City. 3 99990\00004\37852.3 3 c( /_ ,?f I 8. The official statement relating to the Bonds (the "Official Statement") in the form of the Preliminary Official Statement presented to this meeting, is hereby approved. The Designated Officers, each acting alone, are hereby authorized and directed, for and in the name of and on behalf of the City, to execute the Official Statement in said form, with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing such agreement in consultation with Bond Counsel to the City, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Official Statement by the City. The Underwriter is 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 Underwriter of the Preliminary Official Statement relating to the Bonds is hereby approved and authorized. The Designated Officers, each acting alone, are hereby authorized to execute a certificate to the effect that the Preliminary Official Statement as of its date, is deemed final by the City for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended. 9. 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 the City by a Designated Officer, which instructions said officers are hereby authorized and directed, for and in the name of and on behalf of the City, 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 therefor. 10. All actions heretofore taken by the officers and agents of the City with respect to the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the City are hereby authorized and directed, for and in the name of and on behalf of the City, to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, including the execution of any amendments to the prior financing documents, including any indenture, trust agreement or loan agreement related thereto, upon the advice and consolation with Bond Counsel, 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 City, including but not limited to those certificates, agreements and other documents described in the Indenture,the Loan Agreement, the Regulatory Agreements, the Intercreditor Agreement, the Bond Purchase Agreement and the other documents herein approved and any certificates, agreements or documents as may be necessary to evidence credit support or additional security for the Bonds and to complete the refunding of the Prior Bonds. • c 99990\00004\37852.3 4 &p 9 / IP 0 11. This Resolution shall take effect immediately upon its passage. * * * * * I, the undersigned City Clerk of the City of Fresno, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted by the City Council of the City at a meeting thereof on the 7th day of November, 1995, by the following vote of the members thereof: AYES: Briggs , Calandra, Lung , Quintero, Ronquillo Woody, Patterson NOES: None ABSTENTIONS:None ABSENT: None / All 1111, 1,� City Clerisi .400r -� APPROVED AS TO FORM CITY ATTORNEY'S OFFICE ..// By: , i I f . , ep.795"-- 0 eputy 99990\00004\37852.3 5 -1--Cf(j 45-