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HomeMy WebLinkAboutR10- Economic Development ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO REQUEST FOR COMMISSION ACTION From: Barbara J. Lindseth Subject: ARROWHEAD HEALTH CARE Acting Director SYSTEM Date: January 13, 1995 ------------------------------------------------------------------------------- Synopsis of Previous Commission/Council/Committee Action(s): On February 22, 1993, the Community Development Commission approved in concept a $8.6 million loan guarantee for Arrowhead Health Care System for the purpose of developing a professional office building. (Synopsis Continued on Page 3) ------------------------------------------------------------------------------- Recommended Motion(s): OPEN PUBLIC HEARING (SCHEDULED AT 11:00 A.M.) CLOSE PUBLIC HEARING (Community Development Commission) MOTION A: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION APPROVING THAT CERTAIN PURCHASE AGREEMENT, THAT CERTAIN OWNER PARTICIPATION AGREEMENT AND DOCUMENTS RELATED THERETO IN CONNECTION WITH THE PROVISION OF FINANCIAL ASSISTANCE TO ARROWHEAD HEALTH CARE SYSTEMS, INC. AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH. (Motions Continued on Page 2) i Adminis rator Barbara J. Lindseth Acting Director ------------------------------------------------------------------------------- Contact Person(s) : Tim Steinhaus/John Wood Phone: 5081 Project Area(s): Northwest (NW) Ward(s): Sixth Supporting Data Attached: Staff Report; Resolutions; OPA; Agreement (on file) FUNDING REQUIREMENTS: Amount: $1,250,000 Source: Tax Increment Budget Authority: Agency 1993-941993-94 Budget ------------------------------------------------------------------------------- Commission Notes: ------------------------------------------------------------------------------- BJL:1985A COMMISSION MEETING AGENDA Meeting Date: 1/23/1995 Agenda Item Number: �� /G Recommended Motion(s) Continued (Community Development Commission) MOTION B: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION MAKING CERTAIN DETERMINATIONS IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 33679. ------------------------------------------------------------------------------- BJL:1985A COMMISSION MEETING AGENDA Meeting Date: 1/23/1995 Agenda Item Number: Synopsis of Previous Commission/Council/Committee Action(s) Continued On November 15, 1993, the Community Development Commission approved an Agency loan guarantee related to the construction of a professional office building. On December 19, 1994, the Community Development Commission set a public hearing for January 9, 1995 at 11:00 a.m. On January 9, 1995, the Community Development Commission adjourned to January 12, 1995 at 9:30 a.m. On January 12, 1995, the item was continued until January 12, 1995. ------------------------------------------------------------------------------- BJL:1985A COMMISSION MEETING AGENDA Meeting Date: 1/23/1995 Agenda Item Number: ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO STAFF REPORT Arrowhead Health Care System On February 22, 1993, the Community Development Commission approved in concept the guarantee by the Agency of an $8.6 million construction loan from the Whitehall Group to Arrowhead Health Care System (parent company of San Bernardino Community Hospital) for the purpose of developing a 59,000 square foot professional office building with such conceptual approval subject to the drafting and review of all appropriate documents and subsequent approval by the Commission. On November 15, 1993, the Commission approved a loan guarantee related to the construction of the professional medical office building for the San Bernardino Community Hospital and authorized execution of related documents. However, that transaction was not completed. Currently, Arrowhead Health Care System has secured a new lender, North Atlantic Life Insurance Company of America and Northern Life Insurance Company ("the Lenders"), to finance the project and the parties are preparing documents for the transaction. The amount of the loan is estimated at $9.8 million, including certain costs and fees. The Agency guarantee is in the form of a purchase contract/put option, and due to the form of the transaction, the Lender's counsel has requested that the Agency hold a public hearing pursuant to Health and Safety Code Section 33679, which requires a public hearing prior to the use of tax increment revenues to purchase real property. Arrowhead Health Care Systems has requested that the Agency provide the following assistance: (i) a purchase agreement/guarantee of a loan on behalf of Arrowhead for the construction of the office building (the"Project"), and (ii) certain off-site improvements which will benefit the construction of the Project. The Project, as mentioned, is a three-story, 59,000 square foot medical office building which will be located across the street from the San Bernardino Community Hospital. The office building will be connected to the hospital by a pedestrian bridge on the second floor of each building. The pedestrian bridge will also provide for public crossing. In order for Arrowhead Health Care Systems to obtain construction financing of the property, the Agency must guarantee a loan through a purchase agreement/put option in an amount not-to-exceed $9.8 million. The medical office building is projected to attract qualified physicians and support staff from within the City and across the United States in order to increase the quality ------------------------------------------------------------------------------- BJL:1985A COMMISSION MEETING AGENDA Meeting Date: 1/23/199!5 Agenda Item Number: ( �' Economic Development Agency Arrowhead Health Care Systems Staff Report Page - 2 - -------------------------------------------------------------------------------- of health care provided to the residents of the City, and will benefit the San Bernardino Community Hospital in order to allow it to maintain its existence within the Northwest Redevelopment Project Area. Whereby, the increase in physicians and support staff from outside of the area will increase the tax base of the Northwest Project Area and the surrounding project areas. The total cost of the Project shall be $11,375,000. The sources of payment of said costs will be as follows: $9,200,000 plus certain costs and fees, which is a loan from Northern Life Insurance company and the North Atlantic Life Insurance Company of America. The loan shall be secured by an Agency Purchase Agreement/Guarantee (the Agency shall guarantee up to an amount not-to-exceed $9.8 million). $1,250,000 from the Agency for off-site improvements (said improvements include construction of the bridge, traffic lights, utilities, street improvements, water hookup fee, and new code requirements) . In February 1992, the Commission prioritized, through the mid-year budget process, the amount of $1,250,000 to be set-aside for the purpose of assisting Arrowhead Health Care Systems with off-site improvements, as outlined in the Owner Participation Agreement, of which, approval is now sought. $925,000 - hospital funds. On December 19, 1994, a public hearing was set for January 9, 1995 at 11:00 a.m. However, notice of the public hearing could not be published on time for the 'January 9, 1995 meeting and was therefore published for a public hearing on January 12, 1995 at 9:30 a.m. . The January 9, 1995 meeting was adjourned to January 12, 1995 at 9:30 a.m. On January 12, 1995, the item was continued until January 23, 1995 at 11:00 a.m. for the City's public hearing, which hearing may be held at any time thereafter, and January 23, 1995 at 11:00 a.m. for the Commission's public hearing. Based upon the foregoing, staff recommends adoption of the form motion. r ` Barbara J. Lindseth, Acting Director ------------------------------------------------------------------------------- BJL:1985A COMMISSION MEETING AGENDA Meeting Date: 1/23/19915 Agenda Item Number: } �, 1 RESOLUTION NO. 2 RESOLUTION OF THE COMMUNITY DEVELOPMENT 3 COMMISSION APPROVING THAT CERTAIN PURCHASE AGREEMENT, THAT CERTAIN OWNER PARTICIPATION 4 AGREEMENT AND DOCUMENTS RELATED THERETO IN CONNECTION WITH THE PROVISION OF FINANCIAL 5 ASSISTANCE TO ARROWHEAD HEALTHCARE SYSTEMS, INC. AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION 6 THEREWITH 7 WHEREAS, the Redevelopment Agency of the City of 8 San Bernardino (the "Agency") is a public body corporate and 9 politic organized and existing pursuant to Health and Safety Code 10 Section 33000, et secf. , and has certain redevelopment powers 11 pursuant thereto; and 12 13 WHEREAS, in or about November 15, 1993 , the Commission 14 approved a loan guaranty to Arrowhead Healthcare System, Inc. 15 ("Arrowhead") in connection with the construction of a 16 professional medical office building (the "Project" ) which would 17 provide support to the San Bernardino Community Hospital; and 18 19 WHEREAS, Arrowhead has secured lenders, Northern Life 20 Insurance Company, a Washington corporation, and the North 21 Atlantic Life Insurance Company of America, a New York 22 corporation ("Lenders") , which have agreed to finance the 23 construction of the Project if the Agency provides a guaranty in 24 the form of a purchase agreement/put option; and 25 26 WHEREAS, in order to complete the Project, Arrowhead 27 has requested that the Agency provide other assistance for off- 28 - 1 - !l 1 site improvements in the amount of One Million Two Hundred Fifty 2 Thousand Dollars ($1, 250, 000) (the "Agency Assistance") ; and 3 4 WHEREAS, the Agency deems it desirable and in the best 5 interests of the Agency, City and its residents, to assist 6 Arrowhead at this time in order to promote development within the 7 Northwest Redevelopment Project Area; and 8 9 WHEREAS, the purchase agreement/put option provided by 10 the Agency shall be in the form of a Purchase Agreement (the 11 "Purchase Agreement") by and among the Agency, Arrowhead and the 12 Lenders; and 13 14 WHEREAS, the Agency Assistance to be provided shall be 15 evidenced by an Owner Participation Agreement ( "OPA") by and 16 between the Agency and Arrowhead; and 17 18 WHEREAS, the Commission has duly considered such 19 transactions and wishes to approve said transactions in the 20 public interests of the Agency. 21 22 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION 23 ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF 24 SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS 25 FOLLOWS : 26 //✓ 27 28 - 2 - 1 Section 1. Determinations. The Commission hereby 2 finds and determines that the provision of the Purchase Agreement 3 to assist in the financing of the Project and the OPA in order to 4 provide the Agency Assistance will be of benefit to the Agency, 5 City and its residents as follows : the Project is projected to 6 (i) attract qualified medical professionals to the City and 7 therefore increase the quality of healthcare provided to its 8 residents; (ii) increase the number of physicians associated with 9 the San Bernardino Community Hospital in order for it to maintain 10 its existence; and (iii) create jobs for residents and increase 11 the tax base with the influx of new physicians and support staff 12 and therefore result in significant public benefits . 13 14 Section 2 . Authorization and Approval of Purchase 15 Agreement . The Commission hereby authorizes and approves the 16 purchase Agreement in the total principal amount of not to exceed 17 $9, 800, 000 pursuant to and in accordance with the terms of the 18 Purchase Agreement for the purpose of assisting Arrowhead in the 19 construction of the Project . The Commission hereby approves the 20 form of the Purchase Agreement as presently on file with the 21 Secretary of the Commission, together with any changes therein or 22 additions thereto as may be approved by the Chairman or Agency 23 Administrator or as necessary to incorporate other terms and 24 conditions when such terms and conditions have been ascertained. 25 The Commission hereby further authorizes and directs that the 26 form of the Purchase Agreement be converted into the final form 27 thereof . The Chairman, Vice-Chairman or such other members of 28 the Commission and the Agency Administrator are hereby authorized 3 - 1 and directed to execute and deliver, and the Secretary or 2 Assistant Secretary is hereby authorized and directed to attest 3 to and affix the seal of the Commission to, the final form of the 4 Purchase Agreement when the same has been prepared for and in the 5 name of and on behalf of the Agency and such execution and 6 delivery shall be deemed to be conclusive evidence of the 7 approval thereof. The Commission hereby authorizes the delivery 8 and performance of the Purchase Agreement . 9 10 Section 3 . Authorization and Approval of Deed of 11 Trust and Other Security. The Commission hereby authorizes 12 and approves the Second Deed of Trust (the "Deed of Trust") to be 13 provided by Arrowhead for the benefit of the Agency and any other 14 documents required to provide adequate security to the Agency 15 (the "Security Documents" ) for the provision of the Purchase 16 Agreement . The Commission hereby approves the forms of the Deed 17 of Trust and Security Documents as presently on file with the 18 Secretary of the Commission, together with any changes therein or 19 additions thereto as may be approved by the Chairman or Agency 20 Administrator or as necessary to incorporate other terms and 21 conditions when such terms and conditions have been ascertained. 22 The Commission hereby further authorizes and directs that the 23 forms of the Deed of Trust and Security Documents be converted 24 into the final forms thereof. The Chairman, Vice-Chairman or 25 such other members of the Commission and the Agency Administrator 26 are hereby authorized and directed to execute and deliver, and 27 the Secretary or Assistant Secretary is hereby authorized and 28 directed to attest to and affix the seal of the Commission to, - 4 - a `, 1 the final forms of the Deed of Trust and Security Documents when 2 the same has been prepared for and in the name of and on behalf 3 of the Agency and such execution and delivery shall be deemed to 4 be conclusive evidence of the approval thereof. The Commission 5 hereby authorizes the delivery and performance of the Deed of 6 Trust and Security Documents. 7 8 Section 4 . Authorization of OPA and Agency 9 Assistance . The Commission hereby authorizes and approves the 10 Agency Assistance as evidenced by the OPA in the total principal 11 amount of not to exceed $1, 250, 000 pursuant to and in accordance 12 with the terms of the OPA for the purpose of assisting Arrowhead 13 with off-site improvements for the Project . The Commission 14 hereby approves the form of the OPA as presently on file with the 15 Secretary of the Commission, together with any changes therein or 16 additions thereto as may be approved by the Chairman or Agency 17 Administrator or as necessary to incorporate other terms and 18 conditions when such terms and conditions have been ascertained. 19 The Commission hereby further authorizes and directs that the 20 form of the OPA be converted into the final form thereof. The 21 Chairman, Vice-Chairman or such other members of the Commission 22 and the Agency Administrator are hereby authorized and directed 23 to execute and deliver, and the Secretary or Assistant Secretary 24 is hereby authorized and directed to attest to and affix the seal 25 of the Commission to, the final form of the OPA when the same has 26 been prepared for and in the name of and on behalf of the Agency 27 and such execution and delivery shall be deemed to be conclusive 28 Ill 5 - i,' 1 evidence of the approval thereof. The Commission hereby 2 authorizes the delivery and performance of the OPA. 3 4 Section 5. Official Actions. The Chairman, Vice- s Chairman and other members of the Commission, the Secretary, 6 Assistant Secretary, counsel to the Commission, the Agency 7 Administrator, Agency Counsel and any and all other members and 8 officers of the Commission and the Agency are hereby authorized 9 and directed, for and in the name and on behalf of the Agency, to 10 do any and all things and to take any and all actions, including 11 but not limited to, execution and delivery of any and all 12 assignments, certificates, requisitions, agreements, notices, 13 consents, instruments of conveyance, warrants and other documents 14 which they, or any of them, may deem necessary or advisable in 15 connection with the execution and delivery of the Purchase 16 Agreement and supporting documentation, the OPA and the 17 consummation of the transactions described therein. 18 19 20 21 22 23 24 25 26 27 28 - 6 - 1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION APPROVING THAT 2 CERTAIN PURCHASE AGREEMENT, THAT CERTAIN OWNER PARTICIPATION AGREEMENT AND DOCUMENTS RELATED THERETO IN CONNECTION WITH THE 3 PROVISION OF FINANCIAL ASSISTANCE TO ARROWHEAD HEALTHCARE SYSTEMS, INC. AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION 4 THEREWITH 5 Section 6 . Effective Date. This Resolution shall 6 take effect from and after the date of its passage and adoption. 7 8 I HEREBY CERTIFY that the foregoing Resolution was duly 9 adopted by the Community Development Commission of the City of 10 San Bernardino at a meeting 11 thereof, held on the day of 12 1995, by the following vote, to wit : 13 Commission Members: AYES NAYS ABSTAIN ABSENT 14 NEGRETE 15 CURLIN HERNANDEZ 16 OBERHELMAN DEVLIN 17 POPE-LUDLAM MILLER 18 19 Secretary 20 The foregoing resolution is hereby approved this 21 day of 1995 . 22 23 Tom Minor, Chairman Community Development Commission 24 of the City of San Bernardino 25 Approved as to form and legal content : 26 B Y: ✓ � A-4 27 Agency Qdjnsel SBEO\0001-66\DOC\2002 28 7 - II JAN 17 195 03:53PM P.2 I RESOLUTION NO. 2 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION MAILING CERTAIN DETERMINATIONS IN ACCORDANCE WITH HEALTH AND SAFETY CODE 4 SECTION 33679 5 WHEREAS, the Redevelopment Agency of the City of San 6 Bernardino (the "Agency") , is a redevelopment agency, a public 7 body, corporate and politic of the State of California, organized 8 and existing pursuant to the Community Redevelopment Law (Part 1 9 of Division 24 commencing with Section 33000) of the Health and 10 Safety Code of the State of California (the "Act") ; and 11 WHMMS, pursuant to Section 33679 of the Act, the 12 Agency may, with the consent of the Mayor and Common Council of 13 the City (the 'Council") , pay all or a part of the value of land 14 and construction of any publicly owned building if the Council 15 determines: (1) that such buildings, facilities, structures or 16 other improvements are of benefit to the redevelopment project 17 area or the immediate neighborhood in which the project is 18 located, regardless of whether such improvement is within another 19 project area, or in the case of a project area in which 20 substantially all the land is publicly owned that the improvement 21 is of benefit to an adjacent project area of the Agency, (2) that 22 no other reasonable means of financing such buildings, 23 facilities, structures or other improvements is available to the 24 community, and (3) that the payment of funds for the cost of the 25 facilities, structures or other improvements will assist in the 26 elimination of one or more blighting conditions inside the 27 project and said payment is consistent with the implementation 28 plan pursuant to Section 33490; and -I- I WHEREAS, the City and the Agency have previously 2 approved and adopted the Redevelopment Plan for the Northwest 3 Project Area (the "Redevelopment Plan") ; and 4 5 WHEREAS, the Agency has been requested to assist 6 Arrowhead Healthcare Systems, Inc. ("Arrowhead" ) in the financing 7 of the development of certain property (the "Property" ) within 8 the Agency' s Northwest Project Area (the "Project Area") , and in 9 order for Arrowhead to obtain construction financing of the 10 property, the Agency must guarantee a loan through a purchase 11 agreement/put option (the "Purchase Agreement") in the amount not 12 to exceed $9, 800, 000; and 13 14 WHEREAS, the redevelopment purposes of the provision of 15 said Purchase Agreement are to promote development, eliminate 16 blighting conditions and create jobs and services for the 17 residents of the Project Area and the citizens of the City; and 18 19 WHEREAS, Arrowhead proposes to construct a physicians, 20 office building which is projected to attract qualified 21 physicians and support staff from within the City and across the 22 United States in order to increase the quality of health care 23 provided to residents of the City; and 24 25 WHEREAS, it is projected that said increase in 26 physicians will benefit the San Bernardino Community Hospital in 27 order to allow it to maintain its existence within the Project 28 Area; and -2- ,� 1 WHEREAS, the increase in physicians and support staff 2 from outside of the area will increase the tax base of the 3 Project Area and the surrounding project areas; and 4 5 WHEREAS, Arrowhead has attempted to obtain financing 6 for this project for several years, but has been unsuccessful 7 until now and said financing will not be feasible without the 8 Agency Purchase Agreement; and 9 10 WHEREAS, there are currently a number of blighting 11 conditions existing within the Project Area, namely buildings 12 which are unsafe or unhealthy for persons to work or live, nearby 13 uses which are incompatible, high crime, vacant buildings and 14 lack of necessary commercial facilities and the increase of 15 health care professionals, and the development of the vacant 16 property will promote the health, safety and welfare of the 17 residents of the City and increase the tax base; and 18 19 WHEREAS, it is appropriate at this time for the Agency 20 to make certain findings and determinations and take certain 21 action with respect to the foregoing. 22 23 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION 24 ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF 25 SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS 26 FOLLOWS : 27 28 -3- fC� 1 Section 1. The Recitals hereinabove are true and 2 correct and are incorporated herein by this reference. 3 4 Section 2 . The Agency authorizes the use of tax 5 increment revenues to fund the purchase of the Project under the 6 Purchase Agreement and finds that said Purchase Agreement is of 7 benefit to the Project Area and other neighborhoods within the 8 City for the reasons set forth in the Recitals hereinabove. The 9 Agency also finds and determines that no other reasonable means 10 of financing the Project is presently available. The Agency 11 further finds that the Project will provide economic growth, 12 employment opportunities and necessary healthcare services which 13 will in turn enhance economic investment in the Project Area and 14 surrounding areas and thereby eliminate existing blighting 15 conditions. 16 17 Section 3 . The Agency Secretary is hereby 18 authorized and directed to cause this Resolution to be 19 transmitted to the City for consideration in connection with 20 appropriate action by that body. 21 22 1/1 23 24 25 26 27 28 -4- f�r 1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION MAKING CERTAIN 2 DETERMINATIONS IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 33679 3 Section 4 . This Resolution shall take effect from 4 and after the date of its passage and adoption. 5 6 I HEREBY CERTIFY that the foregoing Resolution was duly 7 adopted by the Community Development Commission of the City of 8 San Bernardino at a meeting 9 thereof, held on the day of 10 1995, by the following vote, to wit : 11 Commission Members : AYES NAYS ABSTAIN ABSENT 12 NEGRETE 13 CURLIN HERNANDEZ 14 OBERHELMAN DEVLIN 15 POPE-LUDLAM MILLER 16 17 Secretary 18 The foregoing resolution is hereby approved this 19 day of 1995 . 20 21 Tom Minor, Chairman Community Development Commission 22 of the City of San Bernardino 23 Approved as to form and legal content : 24 By: 25 Agency Wnsel 26 SBEO\0001-66\DOC\2003 2p7 28 -5- �j`