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HomeMy WebLinkAboutRESOLUTION 2001-04 8 8 8 RESOLUTION NO. 2001-04 RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA REAUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF MULTIFAMILY HOUSING REVENUE BONDS, AUTHORIZING THE EXECUTION AND DELIVERY OF A TRUST INDENTURE, A FINANCING AGREEMENT, A REGULATORY AGREEMENT, A PRELIMINARY OFFICIAL STATEMENT AND A BOND PURCHASE AGREEMENT AND AUTHORIZING THE EXECUTION AND DELIVERY OF AND APPROVING OTHER RELATED DOCUMENTS AND APPROVING OTHER RELATED ACTIONS IN CONNECTION THEREWITH WHEREAS, the Housing Authority of the City of Santa Ana (the "Authority") is authorized by Chapter 1 of Part 2 of Division 24 of the Health and Safety Code of the State of California (the "Act"), to (a) to issue revenue bonds for the purpose of financing the construction, development or rehabilitation of multifamily rental housing; (b) to enter into agreements for the purpose of providing revenues to pay such revenue bonds upon such terms and conditions as the Authority may deem advisable; and (c) to secure the payment of such revenue bonds; and WHEREAS, Wakeham-Grant Apartments, L.P" a California limited partnership (the "Borrower') has requested that the Authority issue the bonds described in the following clause (the "Bonds") under the Act for the purpose (hereinafter referred to as the "Program") of financing the Borrower's acquisition, development and rehabilitation of a 127-unit multifamily housing rental project (the "Project") located in the City of Santa Ana, California; and WHEREAS, on March 5, 2001, the City Council of the City of Santa Ana, following a properly noticed public hearing, authorized issuance of the Bonds by the Authority, subject to subsequent approval by the Authority of the various documents related to the financing; and WHEREAS, the Authority on July 16, 2001 authorized by resolution (the "Original Resolution") the issuance and delivery of the Bonds in an aggregate principal amount not to exceed $8,155,000, and designated as the "Housing Authority of the City of Santa Ana Multifamily Housing Revenue Bond (Cornerstone Village Apartments) 2001 Series B" (the "Bonds"); and WHEREAS, the Borrower has requested that the Authority proceed with a financing structure that is substantially different than the financing structure approved by the Authority in the Original Resolution, which financing structure requires the execution and delivery of a trust indenture and a bond purchase agreement and the preparation of a preliminary official statement; and 8 8 8 WHEREAS, the Authority has determined, pursuant to Section 34292 of the Health and Safety Code of the State of California (the "Housing Authorities Law") that the issuance and delivery of the bonds and the execution and delivery of related documents, and the adoption of this resolution is an "emergency matter" within the meaning of the Housing Authorities Law without benefit of the review by or recommendations of the Redevelopment and Housing Commission. WHEREAS, the Authority hereby finds and declares that this resolution is being adopted pursuant to the powers granted by the Act; and WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Bonds and the implementation of the Program 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 Act. Section 1. Pursuant to the Act and the Indenture (hereinafter defined), revenue bonds of the Authority, designated as "Housing Authority of the City of Santa Ana Multifamily Housing Revenue Bonds (Cornerstone Village Apartments) 2001 Series B" in an aggregate principal amount not to exceed $8,155,000 (the "Bonds"), are hereby authorized to be issued, The Bonds shall be executed by the manual or facsimile signature of the Chairperson, Vice Chairperson, Executive Director or Treasurer of the Authority, and attested by the manual or facsimile signature of the Secretary, or any deputy thereof, in the form set forth in and otherwise in accordance with the Indenture (as hereinafter defined). Section 2. A Trust Indenture (the "Indenture") between the Authority and Wells Fargo Bank, National Association, as trustee (the "Trustee"), in the form presented to this meeting, is hereby approved, The Chairperson, Vice Chairperson, Executive Director and Treasurer of the Authority, or any authorized deputy of any of them (the "Designated Officers") are, and each of them acting alone is, hereby authorized, for and in the name and on behalf of the Authority, to execute and deliver the Indenture, and the Secretary or any authorized deputy thereof is hereby authorized, for and in the name and on behalf of the Authority, to attest the Designated Officer's signature on the Indenture, in substantially said form, with such additions thereto or changes therein as are recommended or approved by the Executive Director upon consultation with bond counsel to the Authority, including such additions or changes as are necessary or advisable in accordance with Section 9 hereof, and which may be required in connection with providing alternate security for the payment of the principal of and interest on a portion of the Bonds, (provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $8,155,000, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Indenture. The date, maturity dates, interest rate or rates, interest payment dates, denominations, form, registration provisions, 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. 2 8 8 8 Section 3. A Financing Agreement with respect to the Mortgage Loan (the "Financing Agreement") among the Trustee, the Authority and the Borrower, in the form presented to this meeting, is hereby approved, The Designated Officers of the Authority are, and each of them acting alone is, hereby authorized, for and in the name and on behalf of the Authority, to execute and deliver the Financing Agreement in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority including such additions or changes as are necessary or advisable in accordance with Section 9 hereof, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Financing Agreement. Section 4. A Regulatory Agreement and Declaration of Restrictive Covenants with respect to each Project (the "Regulatory Agreement") among the Authority, the Trustee and the Borrower, in the form presented to this meeting, is hereby approved. The Designated Officers of the Authority are, and each of them acting alone is, hereby authorized, for and in the name of and on behalf of the Authority, to execute and deliver a Regulatory Agreement with respect to each Project in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority including such additions or changes as are necessary or advisable in accordance with Section 9 hereof, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Regulatory Agreement. Section 5. The bond purchase agreement (the "Purchase Contract") among the Authority, the Borrower and Newman & Associates, Inc, (the "Underwriter"), in the form presented to this meeting, is hereby approved, The Designated Officers of the Authority are, and each of them acting alone is, hereby authorized, for and in the name and on behalf of the Authority, 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 hereof) and to execute and deliver said Purchase Contract in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Purchase Contract. Section 6. The preliminary official statement relating to the Bonds (the "Preliminary Official Statement"), in the form presented to this meeting and on file with the Authority, is hereby approved. The Designated Officers are, and each of them acting alone is, hereby authorized, for and in the name and on behalf of the Authority, to bring to final form the Preliminary Official Statement (the "Official Statement") upon sale of the Bonds and to execute the Official Statement in said form, with such addition thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Official Statement. The Underwriter is hereby authorized to distribute copies of the Preliminary Official Statement to persons who may be interested in the purchase of the 3 8 8 8 Bonds and are directed to deliver copies of the Official Statement to all actual purchasers of the Bonds. Section 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 the Authority by one of the Designated Officers, which instructions such officers are, and each of them is, hereby authorized, for and in the name and on behalf of the Authority, 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 therefore, Section 8. All actions heretofore taken by the officers and agents of the Authority with respect to the financing contemplated by this Resolution, the Program and the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the Authority, including the Designated Officers, are hereby authorized, for and in the name and on behalf of the Authority, 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 Authority and in order to carry out the proposed financing and the Program, including but not limited to those certificates, agreements and other documents described in the Indenture, the Financing Agreement, the Regulatory Agreement, the Bond Purchase Agreement and the other documents herein approved and any certificates, agreements or documents as may be necessary to further the purpose hereof, evidence credit support or additional security for the Bonds, or evidence the obligation to purchase Bonds upon tender by the Bondholders, but which shall not create any obligation or liability of the Authority other than with respect to the revenues and assets derived from the proceeds of the Bonds, Section 9. This resolution shall take effect immediately upon its adoption, 4 8 8 8 ADOPTED this 6th AUQust day of ATTEST: D Jo n P. Reekstin, Executive Director Housing Authority * * * ,2001 , Miguel A. Pulido Chair APPROVED AS TO FORM: Joseph W. Fletcher, General Counsel * * * I certify that this resolution was adopted by the Governing Board of the Housing Authority of the City of Santa Ana, California, at its meeting of August 6, 2001, by the following vote: Ayes: 6 Boardmembers: Noes: 0 Boardmembers: Abstain: 1 Boardmembers: Absent: 0 Boardmembers: 5 Alvarez, Bist. Christv, Franklin, McGuiaan. Solorio Pulido