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HomeMy WebLinkAboutNB08-Redevelopment Agency .h AGDeY...Qu.8T FOR 9-....o./CCUtCL AQ.ION From: Glenda Saul, Executive Director Subject: APPROITAL OF FINAL BOND DOCUMENTS - CASTLE BAR PROJECT - SUBJECT TO APPROITAL BY AGENCY COUNSEL Dept: Redevelopment Agency Date: October 28, 1985 Synopsis of Previous Commission/Council action: Ordinance 3815 providing for the issuance of Industrial Development Bonds 1/28/85 8/5/85 9/9/85 11/4/85 Adopted Resolution 85-38 - Inducement Resolution Adopted Resolution 85-294 - Setting the TEFRA Public Hearing Adopted Resolution 85-347 - TEFRA Public Hearing Item Tabled. Recommended motion: (Mayor and C_on Council) RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION WITH THE AUTHORIZATION, SALE AND ISSUANCE OF ITS CITY OF SAN BERNARDINO, CALIFORNIA, MULTIFAMILY HOUSING REVENUE BONDS 1985 SERIES (CASTLE PARK APARTMENTS PROJECT) IN A PRINCIPAL AMOUNT NOT TO EXCEED $22,000,000 8'.:5 -1//0 ~~~~ 'ia/ Sign ture Contact person: GLENDA SAUL FUNDING REQUIREMENTS: Amount: $ N/A Phone: 383-5081 5 Ward: Project: N/A Dete: November 18, 1985 Supporting data attached: YES No adverse Impact on City: Council Notes: tuI1Lk-()~ - AlIPntia ItAm Nn ~ ~ . JJi Jl CI~ OF SAN _RNARDI~ - R.QUa., FOR COUNCIL ~ION STAFF REPORT On January 21, 1985, the Mayor and Common Council adopted Resolution 85-38 directing the preparation of certain documents inducing the Castlebar Project. The TEFRA Public Hearing was held on September 9, 1985. The project does include a density bonus which was approved in December of 1984. This approval was prior to the current policy established by the council concerning density bonus and bond financing. The applicant also recorded his financing prior to September 20, 1985, and, therefore, is exempt from the school impaction fees as set forth by the Ordinance. The Resolution before you today approves final bond documents. Adoption of the resolution will be subject to approval by Agency Counsel. These documents include: Indenture of Trust - Agreement between the City of San Bernardino and First Interstate Bank of California as Trustee. Loan ARreement - Agreement by and between the City, First Interstate Bank of California and Castlebar, Inc. Regulatory Agreement - Agreement between Castlebar, Inc., and the City. Below is a recap of the project. App Bcant: Mr. Robert Staniec Amount of Financing: $22,000,000 Project: Construction of a 508 unit multifamily rental housing development Location Near the southwest corner of the intersection of College Avenue and Varsity Drive bounded on the southwest by the Interstate l5E Freeway Target Date for Financing: Last quarter, 1985 Construction Schedule: As soon as possible after financing package is completed and to be completed in three (3) construction phases which will take between 12 and 24 months to complete. Reserve & Development Fee: 1% of $22,000,000 = $220,000 Increase in Jobs: During construction only Rent Schedule: 1 bedroom, 1 bath 2 bedroom, 2 bath 2 bedroom, 2 bath $395 (20%) = $380 $495 (20%) = $475 $595 (20%) = $520 Trustee: First Interstate Bank of California Interest Rate: Not yet determined - will be determined when the bonds are marketed 7t:i._ft",;;,4 The bonds will initially be sold at a fixed rate. Bond counsel will be present t:n AnAWP'r Anv flltt:l!At':;nnA vntl may havp:. At.t:at!.hpd is A m~:mnrAndltm frnm Rnnn Cnl1nA~t " XEROX TELECOP:ER ,.t,. 20" . ~~ . 11-18-86: 9:28 AM; 8187040196 .. ~ .... # 2 '-, \"" '...-" , ....,- i' S8E 066-8(2,224-8)/ll08S/ak 11/l8/8S RESOLUTION 110. RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY 01" SAN BERNARDINO, CALIFORNIA, APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION WITH THE AUTHORIZATION, SALE UD ISSUARCE OF ITS CITY OF SAN BERNARDINO, CALIFORNIA, MULTIFAMILY HOUSING REVENUE BONDS 1985 SERIES (CASTLE PARX APARTMENTS PROJECT) IN A PRINCIPAL AMOUNT NOT TO EXCEED $22,000,000 WHEREAS, the City of San Bernardino, California (the .City.), is authorized and empowered by Ordinance No. 3815, as amended (the .Ordinance.), to make construction loans and mortgage loans to finance various types of project., as defined in the Ordinance, and to issue its special revenue bonds for the purpose of enabling various developers to finance the cost of such projects. Ind hiS Imended the same from time to time; and WHEREAS, said Ordinance is intended to finance the development of industry and commerce and to thereby broaden the employment opportunities and to increase the availability of safe and .anitary housing which is affordable at rentll rates by persons Ind families in the lower end of the rental spectrum and there is a consequent need to encourage the construction or development of rental units affordable by such penons and otherwiee to inerellla the rental housing supply in the City for luch persons without any liability to the City whatsoever; and XEROX TELECOP I ER 295 11-18-85: 9:28 AM: 8187040195 + ; .3 - o o o o WHEREAS, CastleBar, Ine., a California corporation, or itll neeenors or anigns (the "Company"), has previously submitted a eertllin application (the "Application"), to the Mayor and Common Council of the City of San Bernardino, California (the "Mayor and Common Council"), for taz-e~empt financing for a certain multifamily rental housing development pursuant to Ordinance 3815, all amended, as more fully described in laid Application (the .Project"); and WHEREAS, the Project consists of the construction and financing of a five hundred and eight (508) unit multifamily rental houling development on an approzimately twenty-nine (29) acre site located on the southwest corner of the intersection of College Avenue and Varsity Drive bounded on the southwest by the Interstate l5E Freeway in the City as more fully described in the Application and shall consist on one hundred and sizteen (116) one-bedroom, one-bath rental units, two hundred and twenty (220) two-bedroom, one-bath rental units and one hundred and seventy-two (172) two-bedroom, two-bath rental units, on-site vehicle parkin; spaces, laundry and recreational rooms, appurtenant landscaping and other improvements; and WHEREAS, pursuant to Resolution No. 85-38, adopted on January 21, 1985, of the Mayor anO Common Council, .aid Mayor and Common Council has previously declared its intent to iasue multifamily mortgage revenue bonds in an aggregate principal amount not to eaceeO $21,000,000 for the purpose of financing the Project; and o o o o , . WHEREAS, the City has, by the approval of the Mayor and Common Council after . duly noticed public hearing held on September 9, 1985, adopted its Resolution No. 85-347, found and determined that the purposes and intent of the Ordinance will be furthered by the issuance by the City of its multifamily mortgage revenue bonds as provided therein and further found that in view of certain increases in the total anticipated cost of the Project, declared its intent to issue multifamily mortgage revenue bonds in an aggregate principal amount not to exceed $22,000,000: and WHEREAS, the Project will be financed through the issuance Of the tax-exempt bonds hereinafter referred to by the City pursuant to a program of the City applicable to such financing (the .program.): and WHEREAS, all acts, conditions and things required by the Ordinance, 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 afor.said multifamily residential mortgage revenue bonds eltist, have happened, and have 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 such multifamily reddenUal mortgage revenue bonds for the purpose, in the manner and upon the terms herein provided; and 1 I' I - 3 - o o o o WHEREAS, said multifamily mort;age revenue bonds are to be issueO hereunder in an a;;rewate principal amount not to exceed $22,000,000 for the purpose, among others, of providing moneys to make mortgage loans purluant to the Program and are to be de.ionated a. the .City of San BernarOino, California, Multifamily Housing aevenue Bonds 1985 Series (Castle Park Apartments Project) (the -Bonds.). NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF THE CITY Ot SAN BERNARDINO DO HEREBY FINO, RESOLVE, DETERMINE AND OROEa AS FOLI.OWS: Section 1. true and correct. The above recitals, and each of them, are Section 2. The City hereby finds and determine. that the public purpose of increasing the supply of rental housing in the City will be furthered hereby, and this Resolution is being adopted pursuant to the powers wranteO by the Ordinance. The City hereby acknowledges and approves that the Bonds may be issued in one or more ..rie. or phases of financin; for the Project to be undertaken by the company, al describeO in the r.citals hereof, provided, however, that the total principal amount of the Bonds which shall be issued for the Project .hall not exce.O $22,000,000. - 4 - ~ III o o o o Section 3. The Executive Director of the aedevelopment Agency of the City of San Bernardino, or such other person as the Mlyor and Common Council may from time to time designate, is hereby designated to administer the Program as shall be undertaken by the Company. Section 4. The Indenture of Trust by Ind between th. City and the trustee for the Bonds as shill be appointed prior to the date Of issuance of the Bonds (the "Trustee"), securing the Bonds, dated .s of November 1, 1985 (the "Indenture"), and as presented to the City It this meeting is hereby approved; and the Mayor and the City Clerk are hereby authorized and directed, for and in tbe name of the City, to execute such Indenture. Said Indenture shall be executed in substantially the form hereby approved, with such changes there1n as the officers executing the same may approve prior to the issuance and delivery of the Bonds with the approval by the City Attorney and Bond Counsel of any changes, amendments or modifications, and such approval to be conclusively evidenced by the execution and delivery thereof. Section 5. The Loan Agreement dated as of November 1, 1985, by and between the City and the Company (the "LOIn Agreement"), as presented to the City at this meeHng is hereby approved; and the Mlyor Ind the City Clerk are hereby authorized Ind directed, for and in the nlme of the City, to execute the Loan Agreement with the Company. The Loan Agreement shill be executed in - 5 - o o o o substantially the form hereby approved, with auch changes therein as the officers eaecuting the same may approve with the approval thereof by the City Attorney and Bond Counsel, and such approval to be conclusively evidenced by the ezecution and delivery thereof. Section 6. The form of the Re;u,latory Agreement by and between the City and the Company (the "Regulatory Agreement"), presented at this meeting and on file with the City Clerk is hereby approved, and the Mayor and the City Clerk are hereby authorized and directed for and in the name and on behalf of the City to execute such Regulatory Agreement in said form with such chanoes therein a. the officers eaecuting the same may approve with the approval thereof by the City Attorney and Bond Counsel, and such approval to be conclusively evidenced by the ezecution thereof. Section 7. Pursuant to the Ordinance, the Bonds shall be aold and issued a. hereinafter provided in the looregate principal amount not to exceed $22,000,000 as specified in the Bond Purchase Agreement hereinafter mentioned. The purpoae. for which the proc.eds of the Bonds shall be ezpended are for the deposit Of a portion or all of the Bond proceeds with the Trustee for the funding of the Project and for such other purposes as are set forth in the proposed form of the Indenture presented at this meeting and on file with the City Clerk. - 6 - o o o o Section 8. The trustee for the Bonds as shall be appointed and eSedinated to serve as Trustee for the City ane! the owners of the Bonds prior to the d.te of issu.nce of the Bonds, with the duties .nd powers of such Trustee IS set forth in the Indenture ill hereby approved, and the City shall enter into Such aoreement with the Trustee for the p.yment of fees which shall only be payable from amounts so available pursuant to the Indenture and not any , other assets or funds of the City. Section 9. The form of the BondS as set forth in the Indenture <as the Indenture may be modified as hereinbefore provided) ill hereby approved. The Mayor and the City Clerk are hereby authorized and directed to execute, in the name and on behalf of the City and under its leal, such Bonds in the aggreoate not to exceed the princip.l amount set forth hereinabove in accordance with the Indenture. Section 10. The proposed form of the Bond Purchase Agreement anO the sale of the BondS pursuant thereto are hereby approved, provided that the purchase price of the Bonda and the rate or rates of interest ahall have been approved by the Mayor or the Executive Director of the Redevelopment Agency of the City of San BernareSino aneS, subject to such IPproval, the Mayor or the Executive Director of the aedevelopment Agency of the City of San BernareSino are hereby authorized and directed to evidence the City's Iccept.nce of the offer made by laid Bond Purcha.e Agreement - 7 - o o o o by executing and delivering slid Bond Purchase Agreement in slid form with such changes therein as the officers executing the same and the City Attorney may approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 11. The Executive Director of the Redevelopment Agency of the City of San Bernardino or other city official are hereby authorized and directed to execute one or more requisitions authorizing the Trustee under the aforesaid Indenture to pay the Costs of Issuance for the Bonds from the Funds and Accounts established under and pursuant to the Indenture. Section 12. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things to execute and deliver any and all documents, including the Bonds, which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds, and otherwise to effectuate the purposes of this ReSOlution: and any such actions as previously taken by such officers in furtherence of the issuance and delivery of the Bonds are hereby ratified and confirmed. Section 13. The Company shall provide appropriate covenants in the tax-exempt financing documents as may hereinafter be submitted to the City for consideration and approval in a form acceptable to the City Attorney and Bond Counsel and to assure that 1 - B - o o o o not less than twenty percent (20\) of the multifamily rental housing units included in the Project are to be occupied or re.erved for occupancy by the individuals of low and moderate income as provided in the Code. Section 14. Based upon certain factors and consideutions which an applicable to the Project of the Company. the Mayor and Common Council, by adoption of its Resolution Ho. 85-294 on August 5. 1985. has granted to the Company a density bonus, as defined by Government Code Section 65915 and 65915.5. aHecting the property on which the Project is to be constructed. The RegUlatory Agreement by and between the Company and the City shall contain provisions satisfactory to the City Attorney to implement the density bonus as affectinQ the Project and implementing the provisions of Government Code Section 65915. Section 15. Adoption of this Resolution shall not be construed as approval of the plans or concept of the proposed development, nor as an indication tbat tbe Mayor and Common Council will bereafter take any particular action toward granting any plannin;. zoning. or other approval relating to a plan of development. Tbe Mayor and Common Counci 1 reserves its right to evaluate any future administrative procedure. and appeals based lolely on tbe information available at the time of consideration, including any actions or recommendations by or appula from the Development Review Committee and the Plannin'ill Commission. )lothing berein shall be construed as advance commitment or approval al to any luch matter. and the Company is hereby notified that normal - 9 - ~ . III o o o o planning processing shall be required, in accordance with the standard procedures of the City and that the Company will be required to comply with all applicable laws and ordinances of the City, State and federal government. Section 16. The above-mentioned documents necessary for the issuance, sale and delivery of the Bones shall contain languaoe especially intended for the full and complete protection of the City _valnst liability from any covenants or agre.ments within the lIid Bond documents to usure that, in any event, the bondholders shsll look only to the revenues pledoed for the Bonds, and not to the revenues or general funds of the City unless specifically pledoed in other than a conauit financing. For this purpose, Bone Counsel shall also include in all subsequent appropriate documents for the type of bond issue being considered, language substantially as follows: "Non-recourse paragraph: The !lluer'l oblivations hereunder .nd under the Loan Allreement and the Regulatory Agreement are on a 'non-recourse' ba.is, and payment of any amountl which are owed or may become due hereunder or under the Loan Agreement or .egulatory Agreement shall not be enforced against the !nuer or any of its public officials, officers, employees, aoents, or other personnel, but only against the property which is subject to the Deed of Trust, and any further lecurity which may. from time to time, be hypotheclted for this Indenture. the Regulatory Agreement or the Loan Agreement." - 10 - II o o o o I j , . "Exculp,tion of Issuer: The Issuer wi II not be liable to the company, to any bon~hol~er, or to any other person for, and the company and the trustee, on behalf of the bondholders, hereby relea.e the Issuer from all liability to the company, any bondholder, or any other perlon, for 10sIes, costs, daml;es, expenses and Hlbi li ties even if such losses, costs, damages, expen.es and liabilities directly or indirectly result from, arise out of or relate to, in whole or in pert, one or more neg1i;ent acts or ominions of the Issuer or any of the officers, directors, employees, agents, lervants or Iny other party acting for or on behalf of the ISSuer in connection with the is.uanee of the bonds or performance by the Issuer of its obligations under the indentur~, the loan agreement, the regulatory agreement, or any other Igreement related to the indenture. The 11.~er's obligations hereunder are on a 'non-recourse' basis, and payment of any amounts which ate owed or may become due hereunder shall not be enforced Igl1nst the Issuer or any of its public officials, officers, employees, Igents, and other personnel, but only I;ainst the property which is subject to the Deed of Trust and any other f~rther security which mey, from time to time, be hypothecated hereunder." As appropriate, the language shall be changed if th' security is something other than a deed of trust, and if the documents being utilized are other than a lOin agreement and regulatory agreement. Notice of non-recourse and exculpation of the issuer provisions shall be prominently included in Iny official statement or other equivalent disclosure documents. Section ..7. The language sball be subject to revision, as may be appropriate, depending upon the documents involved, the type of security offered, and other similar conliderations, but in any event language substan~ially as specified herein sball be - 11 - o o o o included in all appropriate Bond ~ocuments. In the event that Bond Counsel recommends against any sueh language, Bond Counsel shall specifically a~vise the City or the Authority that such language not be included with reasoning therefor. Unless such request is so made by Bond Counsel and approved by the City or the Authority, such language shall be included in all appropriate Bond documents. Section lB. This Resolution shall take effect upon adoption I HEREBY CERTIFY that adopted by the Mayor and San Bernardino at a held on the Clay of the following vote, to wit: the foregoing resolution was duly Common Council of the City of meeting thereof, , 1985, by AYES: Coune! I Members NAYS: ABSENT: ... City Clerk day of The foregoing resolution is hereby approved this , 1985. Mayor of the City of San Bernardino Approved as to form: city Attorney - 12 - o o o STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO) 55 CITY OF SAN BERNARDINO ) I, SHAUNA CLARK, City Clerk in and for the San Bernardino, DO HEREBY CERTIFY that the foregoing and copy of San Bernardino City Resolution No. 11 true and correct copy of that now on file in this of~. IN WITNESS WHEREOF, I have hereunto set my hand the official seal of the City of San Bernardino this , 1985. o City Of attached a full, and affbed day of City Clerk - 13 - . . . .'~' . ~ en ~ n oi "Cl ~ 1II ... I' I II il I. II II I ! I !I: a I lS'~ II o o o o HEMoIANl)UM To: Mayor and Common Council frOllI City 8taff Date: Novelllber 18, 1985 ael Ca.tle B.r, Inc. The Caltle Bar, Inc., an apartment project located at the .outhweat corner of the interaection of Colle.e Avenue and Var.ity Drive bounded 011 the louthwest by the Intentate 15E Freeway ill the City of 8an Bernardino waa orilinally proposed a. a City of San .ernardino multifUlily IDOrt,a,e revenue bond iuue. On November 4, 1985, it W&Ii decided by the Developer to convert the bond ia.ue to one to be ia.uad by the Houeina Authority of the County of San BernardillO bacauaa of the vol_ limitation that would .oon be reachad. City or county iuuel. axclueive of redavalopmellt a,eney and houdlll authoriti.., which are in .xc..a of the $2.8 billion V01UNe limitation for 1985 mu.t impo.e additional financial reatrictiona on the illcome of tenant. which reatriction. could further adversely affect tbe financial viability of .uch project. ....d upon repreeentation mad. by the Roudn. Authority, the bond iuue wa. relDOved from the Council alenda on No_b.r 4, 1985. On or about November 14, 1985, it wa. ditcov.red that a1thoqh the Houaina Authority would approve any bond iaaue within the City. tha Board of Superviaon would not talte any action. required by the Internal R.venue Code with re.p.ct to T.E.F.R.A. hearin,l. for the r.alon that the Bou,in. Authority approval without aoard of Supervbor approval h not valid for the iuuellce of the bond.. the Developer hea requuted that the Council now conaidar the approval of the aeaolution of Iaauanee and approve the bond documenta aa previou.ly aubllitted on the Novembar 4, 1985, Council a.enda.