HomeMy WebLinkAboutResolution - - 1995-289 - 11/7/1995 •
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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
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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
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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.
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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.
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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
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All
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City Clerisi
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APPROVED AS TO FORM
CITY ATTORNEY'S OFFICE
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