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HomeMy WebLinkAboutRES 2022-053 - 3rd amendmt for Tuscany Apts formerly Silverwood AptsResolution No. 2022-53 RESOLUTION NO.2022-53 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, AUTHORIZING THE EXECUTION OF THE THIRD AMENDMENT TO THE REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS ("AMENDED REGULATORY AGREEMENT") FOR TUSCANY APARTMENTS (FORMERLY SILVERWOOD APARTMENTS) BETWEEN CF TUSCANY 2014, L.P. AND THE CITY OF SAN BERNARDINO, EXTENDING THE PERIOD OF AFFORDABILITY FOR 66 UNITS; AND AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE THE AGREEMENT WHEREAS, the Issuer and U.S. Bank National Associates, successor by merger to U.S. Bank Trust National Association formerly known as First Trust of California, National Association (the "Trustee") entered into certain Indenture of Trust dated as of May 1, 1996 (the Indenture"), in connection with the issuance of the Issuer's $7,000,000 Variable Rate Demand Multifamily Revenue Bonds (Silverwood Apartments Project) Series 1996 (the "Bonds"); and WHEREAS, the Issuer loaned the proceeds of the Bonds to Magellan Silverwood Partnership, an Arizona general partnership (the "Original Borrower), pursuant to the original Loan Agreement, dated as of May 1, 1996, ("the "Loan Agreement") among the Issuer, the Trustee, and the Original Borrower; and WHEREAS, proceeds of the Bonds were used, in part, to construct and pay other costs associated with the construction and development of a multi -family residential rental housing project originally known as Silverwood Apartments and now known as Tuscany Apartments (the "Project") located in San Bernardino, California; and WHEREAS, the Issuer, Original Borrower, and Trustee entered into that certain Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement") which was recorded against the Project in the records of the office of the San Bernardino County Recorder as Instrument Number 1996-251735 as a requirement to the issuance of the Bonds; and WHEREAS, the Project was sold to San Bernardino 328/AF XXX, LLC, a California limited liability company in 2001, and San Bernardino 328/AF XXX, LLC caused the delivery to the Trustee of a letter of credit providing credit support for the Bonds issued by Wells Fargo Bank, National Association, to replace the existing letter of credit issued by Bank One, Arizona, NA; and WHEREAS, to preserve 66 affordable housing units, Owner requested to amend the Regulatory Agreement in place to allow for extension of the affordability covenants; and the Issuer, the Borrower, and Trustee entered into that certain First Amendment to the Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement") which was Resolution 2022-53 March 2, 2022 Pagel of 4 Resolution No. 2022-53 recorded against the Project in the records of the office of the San Bernardino County Recorder as Instrument Number 2003-02689378 as a requirement to the issuance of the Bonds; and WHEREAS, the Project was acquired by Tuscany Holdings LLC, a California limited liability company, 2006; and WHEREAS, the Project was acquired by CF Aventerra, L.P., a California limited partnership ("Owner") in 2007; and WHEREAS, Owner transferred the Project to CF Tuscany 2014, LP, which is permitted under Section 7 of the Regulatory Agreement without an assignment and assumption agreement by virtue of the fact that CF Tuscany 2014, LP had 100% identical ownership as Owner, and the Issuer, the Borrower, and Trustee entered into that certain Second Amendment to the Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement") to preserve 66 affordable housing units, to allow for extension of the affordability covenants which was recorded against the Project in the records of the office of the San Bernardino County Recorder as Instrument Number 2014-0360059 as a requirement to the issuance of the Bonds; and WHEREAS, the affordable housing restrictions on Tuscany Apartments are set to expire on August 1, 2029; and WHEREAS, the current property -owning partnership, CF Tuscany 2014, L.P., proposes a third amendment to the Regulatory Agreement, proposing to extend the affordable housing restrictions on Tuscany Apartments for the benefit of the City to April 1, 2057 to preserve 66 affordable housing units. BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The above recitals are true and correct and are incorporated herein by this reference. SECTION 2. The City Manager is hereby authorized to execute the Third Amendment to the Regulatory Agreement in place at 2225 Pumalo St. (Tuscany Apartments), attached hereto as Exhibit "A" and incorporated herein. SECTION 3. The Resolution shall take effect from and after this date of adoption by the Mayor and Common Council. SECTION 4. The Mayor and City Council finds this Resolution is not subject to the California Environmental Quality Act (CEQA) in that the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty, as in this case, that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. Resolution 2022-53 March 2, 2022 Page 2 of 4 Resolution No. 2022-53 SECTION 5. Severability. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable. SECTION 5. Effective Date. This Resolution shall become effective immediately. APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 2nd day of March 2022. John Valdivia, Mayor City of San Bernardino Attest: Az enoveva Rocha, CMC, City Clerk Approved as to form: PP. Sonia Carvalho, City Attorney Resolution 2022-53 March 2, 2022 Page 3 of 4 Resolution No. 2022-53 CERTIFIICATION STATE OF CALIFORNIA) COUNTY OF SAN BERNARDINO) ss CITY OF SAN BERNARDINO ) I, Genoveva Rocha, CMC, City Clerk, hereby certify that the attached is a true copy of Resolution No. 2022-53, adopted at a regular meeting held on the 2❑d day of March 2022 by the following vote: Council Members: AYES NAYS ABSTAIN ABSENT SANCHEZ X FIGUEROA X SHORETT X REYNOSO X CALVIN X ALEXANDER X WITNESS my hand and official seal of the City of San Bernardino this 3`d day of March 2022. Genoveva Rocha, CMC, .ity Clerk Resolution 2022-53 March 2, 2022 Page 4 of 4