Loading...
HomeMy WebLinkAbout010504 Auth MF Hsg Revnue Bonds Loan Agmts WakehamREQUEST FOR HOUSING AUTHORITY /COUNCIU AGENCY ACTION MEETING DATE: JANUARY 5, 2004 10 �ocaHon �sf CLERK OF COUNCIL USE ONLY: AUTHORIZATION OF MULTI- FAMILY HOUSING REVENUE REFUNDING BONDS AND LOAN AGREEMENTS WITH WAKEHAM - GRANT, LP CITY MANAGER ECUTIVE DIRECTOR RECOMMENDED ACTION HOUSING AUTHORITY ACTION Adopt a resolution authorizing refunding bonds in an aggregate Wakeham -Grant Apartments, a authorize the Executive Director documents as necessary. CITY COUNCIL ACTION APPROVED El As Recommended El As Amended El Ordinance on 1st Reading 1:1 Ordinance on 2nd Reading El Implementing Resolution El Set Public Hearing For CONTINUED TO 71��►UL�il:3q:l issuance of multi - family housing revenue amount not to exceed $6,000,000 for the California Limited Partnership, and of the Housing Authority to execute all 1. Approve an agreement with Wakeham -Grant Apartments, a California Limited Partnership, to provide loans in the amount not to exceed $1,900,000. 2. Direct the City Attorney to prepare, and authorize the Executive Director of the Community Development Agency to execute agreements and all other required documents as necessary. COMMUNITY REDEVELOPMENT AGENCY 1. Approve an agreement with Wakeham -Grant Apartments, a California Limited Partnership, to provide loans in the amount not to exceed $1,000,000. 1 Authorization Of Multi- Family Housing Revenue Refunding Bonds And Loan Agreements With Wakeham- Grant, LP January 5, 2004 Page 2 2. Direct the City Attorney to prepare, and authorize the Executive Director of the Community Development Agency to execute agreements and all other required documents as necessary. On March 5, 2001, the City Council held a public hearing and authorized the Housing Authority to issue tax - exempt bonds for the Wakeham -Grant Apartments. On July 16, 2001, the Housing Authority authorized the issuance of the tax - exempt bonds in an aggregate principal amount not to exceed $8,155,000. In addition, on December 3, 2001, the City Council authorized $150,000 of HOME funds for the project. The bond proceeds were used to acquire and rehabilitate the properties located at 805, 810, 815, 816, 825, 828, 835 and 904 S. Minnie Street (Exhibit 1). This project consists of 127 one- and two - bedroom units. Currently, the developer cannot convert from the construction financing to a permanent loan based on their original agreement. The developer has found a new lender, U.S. Bank, who will be providing a permanent loan of up to $6,000,000. Due to the reduction of the loan amount and extensive and unforeseen repairs during construction, which caused a significant cost over -run, there remains a financial gap. The additional funds, $1,900,000 of HOME funds and $1,000,000 of tax - increment funds, will allow for conversion and additional rehabilitation of units, and will require covenants for deeper affordability. Currently, Wakeham -Grant is required to have 25% or 32 units at 50% of the area median income (AMI) and the remaining 75% or 95 units at 60% AMI. As a condition of funding, Wakeham -Grant will be required to have all 127 units affordable at 50% AMI for a term of 55 years. The bonds are considered "conduit" obligations. This means that the Housing Authority will issue the bonds, but the developer is the borrower and is solely responsible for repayment. The bonds are repaid strictly from the developer under the project mortgage. There is no recourse to the City of Santa Ana, the Housing Authority or the Community Redevelopment Agency. The bonds will be purchased directly by the lender, U.S. Bank, as a private placement. The law firm of Jones Hall has been retained to serve as bond counsel, and CSG Advisors has been retained as financial advisor. Final issuance of the bonds is conditioned on the underwriting by the lender and approval by the Housing Authority. Authorization Of Multi- Family Housing Revenue Refunding Bonds And Loan Agreements With Wakeham- Grant, LP January 5, 2004 Page 3 Although all recommended actions of the Housing Authority of the City of Santa Ana are first reviewed and acted upon by the Redevelopment and Housing Commission, in this case there was insufficient time to process this request through standard procedures. Therefore, this action of the Housing Authority will be processed as an emergency action as required by state and federal regulations. The Housing Authority declares this to be an emergency matter under Health and Safety Code Section 34292 in order for the Housing Authority to take action. FISCAL IMPACT The issuance of tax - exempt bonds will result in developer payment of an annual affordable monitoring fee to the Housing Authority for a term of 55 years. Funds received will be deposited into the Issuer Fee account (account no. 133 -01- 5594). Funds for the loans are available in Tax Increment and HOME accounts (505- 936 -6951 & 130 - 148 - 6951/7094). John P Reekstin Executive Director Community Development Agency JPR /SLB /mlr APPROVED AS TO FUNDS AND ACCOUNTS: Finance & Management Services Agency /./ J 91 12/09/03LES RESOLUTION NO. A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE, EXECUTION AND DELIVERY OF MULTIFAMILY HOUSING REVENUE REFUNDING BONDS, AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER PLEDGE AND ASSIGNMENT, A MASTER AGENCY AGREEMENT, A SECOND AMENDED AND RESTATED REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS AND OTHER DOCUMENTS RELATING THERETO, AND APPROVING OTHER ACTIONS AND MATTERS RELATING THERETO, ALL WITH RESPECT TO THE CORNERSTONE VILLAGE APARTMENTS BE IT RESOLVED BY THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA, AS FOLLOWS: Section 1: The Board of the Housing Authority of the City of Santa Ana hereby finds, determines and declares as follows: A. The Housing Authority of the City of Santa Ana (the "Authority ") is granted the authority, pursuant to Chapter 1 of Part 2 of Division 24 of the Health and Safety Code of the State of California (the "Act'), to issue bonds and loan the proceeds thereof to qualified borrowers for the purpose of refinancing the acquisition, rehabilitation and development of multifamily housing projects for persons and families of low and very low income residing within the jurisdiction of the Authority; and B. Wakeham -Grant Apartments, L.P., a California limited partnership (the "Borrower ") has requested the Authority to issue revenue bonds designated Housing Authority of the City of Santa Ana Multifamily Housing Revenue Refunding Bonds (Cornerstone Village Apartments) 2004 Series A (the `Bonds ") and to loan the proceeds from the sale thereof to the Borrower to refinance the acquisition and rehabilitation of a 267 -unit multifamily rental housing development located in the City of Santa Ana, California, known as the Cornerstone Village Apartments (the "Project'); and C. The Authority hereby finds and declares that it is necessary, essential and a public purpose for the Authority to engage in a program (the "Program ") of financing and refinancing the acquisition and rehabilitation of multifamily rental housing; and D. The proceeds of the Bonds will be advanced by U.S. Bank National Association (the "Agent "), as agent for the account of the Authority, to the Borrower for the purpose of funding a loan in an amount not to exceed $6,000,000 (the "Loan "); and E. The Borrower's obligation to repay the Loan will be evidenced by a promissory note made by Borrower to the order of the Agent for the account of the Authority and secured by a deed of trust executed by the Borrower, naming the Agent, in its capacity as agent for the Authority, as beneficiary; and F. The Authority and the Agent will enter into a Master Agency Agreement, dated as of January 1, 2004 (the "Master Agency Agreement ") to reflect the terms of their agency relationship; and G. The Bonds will be secured by the Issuer's and the Agent's pledge and assignment to the holder of the Bonds of amounts payable by the Borrower in repayment of the Loan pursuant to a Master Pledge and Assignment dated the date hereof (the "Pledge and Assignment ") by and among the Issuer, the Agent and U.S. Bank National Association, as holder of the Bonds (the "Holder "); and H. The Issuer and the Borrower will execute an amended regulatory agreement, pursuant to which, in compliance with the Act and the policies of the Authority, the Borrower will agree to certain restrictions on the occupancy of units in the Project; and I. The Authority hereby finds and declares that this resolution is being adopted pursuant to the powers granted by the Act; and J. All conditions, things and acts required to exist, to have happened and to have been performed precedent to and in connection with the issuance of the Bonds as contemplated by this resolution and the documents referred to herein will 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; NOW THEREFORE, BE IT RESOLVED BY THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA: Section 2. The Authority hereby finds and declares that the above recitals are true and correct. 2 Section 3. Pursuant to the Act and the Pledge and Assignment, the issuance of the Bonds in an aggregate principal amount not to exceed $6,000,000 with a maturity date of February 15, 2034 is hereby authorized. The Bonds shall be executed by the manual or facsimile signature of the Chairperson, Vice Chairperson, Executive Director or Treasurer of the Authority (each, an "Authorized Officer "), and attested by the manual or facsimile signature of the Secretary or any deputy thereof. Section 4. The form of Pledge and Assignment by and among the Authority, the Agent and the Holder, in the form on file with the Secretary of the Authority, is hereby approved. Any Authorized Officer, acting alone, is hereby authorized for and on behalf of the Authority to execute and deliver the Pledge and Assignment with respect to the Bonds with such changes, additions or deletions as may be approved by such Authorized Officer, such approvals to be conclusively evidenced by the execution and delivery thereof. Section 5. The form of the Master Agency Agreement by and between the Authority and the Agent, in the form on file with the Secretary, is hereby approved. Any Authorized Officer, acting alone, is hereby authorized for and on behalf of the Authority to execute and deliver the Agency Agreement with respect to the Bonds with such changes, additions and deletions as may be approved by such Authorized Officer, such approvals to be conclusively evidenced by the execution and delivery thereof. Section 6. The form of Second Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants by and between the Authority and the Borrower (the "Regulatory Agreement'), in the form on file with the Secretary, is hereby approved. Any Authorized Officer, acting alone, is hereby authorized for and on behalf of the Authority to execute and deliver the Regulatory Agreement with respect to with such changes, additions or deletions as may be approved by such Authorized Officer, such approvals to be conclusively evidenced by the execution and delivery thereof. Section 7. The Bonds, when executed, shall be delivered to the Holder, upon the funding of the Loan (as defined in the Pledge and Assignment) with the purchase price for the Bonds. Section 8. All actions heretofore taken by the officers and agents of the Authority with respect to the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the Authority, including any Authorized Officer, are hereby authorized and directed, 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 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, including but not limited to those certificates, agreements and other documents described in the Pledge and Assignment, the Master Agency Agreement, the Regulatory Agreement, and other documents herein approved. Section 9. This Resolution shall take effect immediately upon its adoption. 3 ADOPTED this day of APPROVED AS TO FORM: Joseph W. Fletcher, Housing Authority Counsel Lisa E. Storck General Counsel AYES: NOES: ABSTAIN: NOT PRESENT Boardmembers: Boardmembers: Boardmembers: Boardmembers: 2004. Miguel A. Pulido, Chairperson CERTIFICATION OF ATTESTATION AND ORIGINALITY I, PATRICIA E. HEALY, Secretary for the Housing Authority, do hereby attest to and certify the attached Resolution No. 2004 to be the original resolution adopted by the Housing Authority for the City of Santa Ana on January 5, 2004. Date: Secretary Housing Authority 4