Loading...
1993-062 Multifamily Housing Revenue Refundding BondsRESOLUTION NO. 93-62 A RESOLUTION OF THE CITY OF ENCINITAS, CALIFORNIA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF MULTIFAMILY HOUSING REVENUE REFUNDING BONDS IN A PRINCIPAL AMOUNT NOT TO EXCEED $8,100,000 FOR THE PURPOSE OF REFUNDING BONDS PREVIOUSLY ISSUED BY THE COUNTY OF SAN DIEGO TO FINANCE THE COST OF A MULTIFAMILY RENTAL HOUSING PRO]ECT LOCATED IN THE CITY OF ENCINITAS, DETERMINING AND PRESCRIBING CERTAIN MATTERS RELATING THERETO, AND APPROVING AND AUTHORIZING THE EXECUTION OF RELATED DOCUMENTS, AGREEMENTS AND ACTIONS. WHEREAS, on February 28, 1984, pursuant to Chapter 7 of Part 5 of Division 31 of the Health and Safety Code of the State of California (the "ACC), the County of San Diego (the "County") issued $8,100,000 Multifamily Housing Revenue Bonds, Series A of 1984 (the "Prior Bonds") secured by an Indenture of Trust dated as of February 1, 1984 (the "Prior Bonds Indenture") between the County and First Interstate Bank of California, as trustee for the Prior Bonds (the "Prior Bonds Trustee"), to provide financing for a 184-unit multifamily residential rental project known as Torrey Pines Racquet Club Apartments located in the City of Encinitas (the "Project"), which was constructed by Encinitas Parmers, a California general partnership (the "OwnerD; and WHEREAS, the Owner desires to refinance the Project by prepaying the loan made from the proceeds of the Prior Bonds and has requested that the City issue refunding bonds tO refund the Prior Bonds, and the City has determined that the refunding of the Prior Bonds will accomplish a valid public purpose of the City by continuing to provide housing for lower income persons and families within the meaning of the Act, and the City now intends to issue its Variable Rate Demand Muitifamily Housing Revenue Refunding Bonds, Series A of 1993 (Torrey Pines Racquet Club Apartments) (the "Bonds"), the proceeds of which will be used exclusively to refund all outstanding Prior Bonds; and WHEREAS, the City and the County have entered into a Cooperative Agreement pursuant to the Act for the purpose of effecting the refunding of the Prior Bonds by having the City issue its multifamily housing revenue refunding bonds for such purpose; and WHEREAS, the City is authorized and wishes to issue multifamily housing revenue refunding bonds pursuant to the provisions of Article 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the "Refunding Law") to refund the Prior Bonds; and WHEREAS, notice of a public hearing regarding the issuance of the Bonds has been duly published in accordance with the requirements of Section 147(0 of the Internal Revenue Code of 1986 (the "Code"); and WHEREAS, the members of the City Council (the "City Council") of the City are the applicable elected representatives to conduct a public hearing regarding the issuance of the Bonds; and WHEREAS, this City Council has conducted a public hearing regarding the issuance of the Bonds and has determined the issuance of the Bonds to be in the public interest, the proceeds of which are to be used to make a mortgage loan (the "Loan") evidenced by a promissory note (the "Note") to the Owner to refinance the Project, all in furtherance of the purposes of the Refunding Law and the public safety, health and welfare of the citizens of the State of California and the City; and WHEREAS, all acts, conditions and things required by the Refunding Law and by all other laws of the State of California, to exist, to have happened and to have been performed precedent to and in connection with the issuance of the Bonds exist, have happened, and have Boo~# 7 ,.-.~age # 3"~ PU~L:3992_l 1109l B2039.0'2% been performed in regular and due time, form and manner as required by law, and the City is now duly authorized and empowered, pursuant to each and every requirement of law, to issue the Bonds for the purpose, in the manner and upon the terms herein provided; and WHEREAS, the Bonds are to be issued hereunder in an aggregate principal amount not to exceed $8,100,000 and 'are to be designated as the "City of Encinitas, California, Variable Rate Demand Multifamily Housing Revenue Refunding Bonds, Series A of 1993 (Torrey Pines Racquet Club Apartments)"; and WHEREAS, the forms of the various documents have been submitted to this City Council for approval; NOW, THEREFORE, the City Council of the City of Encinitas hereby FINDS, DETERMINES, ORDERS AND RESOLVES as follows: 1. The above recitals, and each of them, are true and correct. 2. In accordance with the procedures set forth in Section 147(0 of the Code, this City Council hereby approves the issuance by the City of the Bonds in an aggregate principal amount not to exceed $8,100,000, provided that the initial interest rate on the Bonds shall not exceed 10% and the price thereof shall not be less than 100% of the aggregate principal amount thereof, all as may be specified in the Bond Purchase Agreemem approved below. It is the purpose and intent of this City Council that this resolution constitute approval of the issuance of the Bonds by the applicable elected representative of the governmental unit having jurisdiction over the area in which the Project is located in accordance with Section 147(0 of the Code. 3. The proposed forms of Indenture of Trust (the "Indenture"), Loan Agreement (including the form of Note and Administration Agreement attached as Exhibits thereto), Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement"), Agreement Regarding Redemption, Defeasance and Payment of Prior ~um...3992_lllOglB2039.02% BO01~ O' 7 --,-age # ~ Bonds (the "Escrow Agreement"), First Deed of Trust and Assignment of Rents and Fixture Filing, Memorandum of Assignment of First Deed of Trust and Assignment of Rents and Fixture Filing and Imercreditor Agreement presented at this meeting are hereby each approved as the forms of said respective documents to be used in connection with the issuance of the Bonds. The City Manager or the Assistant City Manager and the City Clerk are hereby authorized and directed, for and in the name of the City, to execute and deliver each such documem in substantially the form hereby approved, with such additions thereto and changes therein as may be approved by the officers of the City executing the same. Approval of such additions and changes shall be conclusively evidenced by the execution and delivery of such documents by such officers. 4. The form of the Bonds as set forth in the Indenture (as the Indenture may be modified pursuant to the provisions of Section 3 hereof) is hereby approved. The City Manager or the Assistant City Manager and the City Clerk are hereby authorized and directed to execute, by manual or facsimile signature in the name and on behalf of the City and under its seal, Bonds in the aggregate principal amount set forth hereinabove in accordance with the Indenture. 5. The form of the Preliminary Official Statement relating to the Bonds presented at this meeting is hereby approved in the form presented, and the underwriter named in the Bond Purchase Agreement (the "Underwriter") is hereby authorized to distribute the Preliminary Official Statement to prospective purchasers in the form hereby approved, together with such conforming changes therein or additions thereto as are determined necessary by the City Manager or the Assistant City Manager, to make such Preliminary Official Statement "final" as of its date, within the meaning of Rule 15c2-12 of the Securities and Exchange Commission (the "Rule"), and the City Manager or the Assistant City Manager is hereby authorized and directed to execute a final Official Statement in substantially the form of the Preliminary Official lSoo Statement, together with changes therein and additions as are deemed necessary by the City Manager or the Assistant City Manager, to make such Official Statement complete and accurate as of its date. Approval of such additions and changes shall be conclusively evidenced by the execution and delivery of the final Official Statement by the City Manager or the Assistant City Manager. The Underwriter is further authorized to distribute the final Official Statement to the purchasers of the Bonds upon its execution as described above. 6. The form of Bond Purchase Agreement (the "Purchase Agreemem") presented at this meeting and the sale of the Bonds pursuant thereto are hereby approved; and upon receipt of a completed Purchase Agreement, executed by a duly authorized representative 'of the Underwriter, the City Manager or the Assistant City Manager is authorized and directed to evidence the City's acceptance of the offer made thereby by executing and delivering the same in substantially the form hereby approved with such additions thereto and changes therein as may be approved by the City Manager or the Assistant City Manager. Approval of such additions and changes shall be conclusively evidenced by the execution and delivery of the Purchase Agreement by the Mayor. 7. State Street Bank and Trust Company of California, N.A., Los Angeles, California (the "Trustee"), is hereby appointed as Trustee for the City and the owners of the Bonds with the powers and duties set forth in the Indenture, the Loan Agreement, the Escrow Agreement, the Intercreditor Agreement and the Regulatory Agreemem; provided, however, that the Assistant City Manager may approve the selection of another trustee meeting the criteria set forth in the Indenture if such a substitution is deemed by the Assistant City Manager to be advisable to consummate the delivery of the Bonds in a timely and cost efficient manner. The Trustee or its agent appointed under the Indenture is hereby requested and directed to authenticate the Bonds by executing the certificate of authentication and registration appearing vtm~.:3992_l 11091 !t2039.02 % ' thereon and to deliver the Bonds, when duly executed and authenticated, in accordance with written instructions executed on behalf of the City by the Assistant City Manager, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds in accordance with the Purchase Agreement, upon payment of the purchase price thereof. 8. State Street Bank and Trust Company of California, N.A., New York, New York, is hereby appointed as Tender Agent for the Bonds. 9. The Assistant City Manager is hereby authorized to select a Program Administrator who shall enter into the Administration Agreement. 10. The proceeds of the Bonds shall be expended solely to refund the Prior Bonds and to reimburse Bank of America National Trust and Savings Association for payment of the principal amount of the Prior Bonds as provided by the Indenture and the Escrow Agreement. The City hereby approves the refinancing of the loan to the Owner in accordance with the terms and conditions of the various documents described herein. 11. 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 Assistant City Manager is hereby authorized and directed, jointly and severally, for and in the name and behalf of the City, to do any and all things and take any and all actions and execute and deliver any and all certificates, agreements and other documents, including any instruments necessary to subordinate to the First Deed of Trust any prior liens filed against the Project, necessary to accomplish the issuance, sale and delivery of the Bonds in accordance with the provisions of this resolution. PUBL:3992_I 1109J B2039.02 ~ 12. All resolutions or parts thereof in conflict herewith are, to the extent of such conflict, hereby repealed. 13. If any section, paragraph or provisions of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any remaining provisions of this resolution. 14. This resolution shall take effect on the date of its adoption. PASSED, APPROVED AND ADOPTED on the 18th day of August, 1993, by the following, to wit: AYES: Bond, NOES: None ABSF.,NT: None ATTEST: Davis, DuVivier, Hano, Wiegand ru~.:3992_111091B2039.02 % Boo~ g _7