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HomeMy WebLinkAbout2006-003 HA 10/31/06 les RESOLUTION NO, 2006-003 RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE AND DELIVERY OF MULTIFAMILY HOUSING REVENUE REFUNDING BONDS, AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE, A FINANCING AGREEMENT, A REGULATORY AGREEMENT, A BOND PURCHASE AGREEMENT AND AN OFFICIAL STATEMENT, AND AUTHORIZING THE EXECUTION AND DELIVERY OF AND APPROVING OTHER RELATED DOCUMENTS AND APPROVING OTHER RELATED ACTIONS IN CONNECTION THEREWITH 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 authorized by Chapter 1 of Part 2 of Division 24 of the Health and Safety Code of the State of California (the "Act"), to (a) to issue revenue bonds for the purpose of financing and refinancing the acquisition, construction/rehabilitation and development of multifamily rental housing; (b) to enter into agreements for the purpose of providing revenues to pay such revenue bonds upon such terms and conditions as the Authority may deem advisable; and (c) to secure the payment of such revenue bonds. B, L1NC-Bristol Associates I, a California Limited Partnership (the "Borrower), has requested that the Authority issue multifamily housing revenue refunding bonds (the "Bonds") under the Act for the purpose of refinancing the Borrower's acquisition and rehabilitation of a 274-unit multifamily housing rental project located at 2901 North Bristol Avenue in the City of Santa Ana, California (the "Project") (hereinafter referred to as the "Program"), C, The City Council of the City of Santa Ana, following a properly noticed public hearing, previously authorized issuance of the Bonds by the Authority, subject to subsequent approval by the Authority of the various documents related to the financing, Resolution No, 2006-003 Page 1 of 5 D. The Borrower has requested that the Authority authorize by resolution (the "Resolution") the issuance and delivery of the Bonds in an aggregate principal amount not to exceed $8,400,000.00, and designated as the "Housing Authority of the City of Santa Ana Multifamily Housing Revenue Refunding Bonds (City Gardens Apartments) 2006 Series B". E. The Borrower has requested that the Authority execute and deliver a trust indenture, a financing agreement, a regulatory agreement and declaration of restrictive covenants, a bond purchase agreement and an official statement in connection with the issuance and delivery of the Bonds. F. The Authority hereby finds and declares that this resolution is being adopted pursuant to the powers granted by the Act. G. All conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Bonds and the implementation of the Program as contemplated by this resolution and the documents referred to herein 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. Section 2. Pursuant to the Act and the Indenture (hereinafter defined), revenue bonds of the Authority, designated as "Housing Authority of the City of Santa Ana Multifamily Housing Revenue Refunding Bonds (City Gardens Apartments) 2006 Series B" in an aggregate principal amount not to exceed $8,400,000.00 (the "Bonds"), are hereby authorized to be issued and delivered. The Bonds shall be executed by the manual or facsimile signature of the Chairperson, Vice Chairperson, Executive Director or Treasurer of the Authority, and attested by the manual or facsimile signature of the Secretary, or any deputy thereof, in the form set forth in an otherwise in accordance with the indenture Section 3. A Trust Indenture (the "Indenture") between the Authority and U.S. Bank National Association, as trustee (the "Trustee"), in the form presented to this meeting, is hereby approved. The Chairperson, Vice Chairperson, Executive Director and Treasurer of the Authority, or any authorized deputy of any of them (the "Designated Officers") are, and each of them acting alone is, hereby authorized, for and in the name and on behalf of the Authority, to execute and deliver the Indenture, and the Secretary of any authorized deputy thereof is hereby authorized, for and in the name and on behalf of the Authority, to attest the Designated Officer's signature on the Indenture, in substantially said form, with such additions thereto or changes therein as are recommended or approved by the Executive Director upon consultation with bond counsel to the Authority, including such additions or changes as are necessary or advisable in accordance with Section 7 hereof, and which may be required in connection with providing alternate security for the payment of the principal of and interest on a portion of the Bonds, (provided that no additions or changes shall authorize and aggregate principal amount of Bonds in excess of $8,400,000.00), the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Indenture. The date, maturity dates, interest rate or Resolution No. 2006-003 Page 2 of 6 rates, interest payments dates, denominations, form, registration provisions, manner of execution, place of payment, terms of redemption, and other terms of the Bonds shall be as provided in the Indenture as finally executed. Section 4. A Financing Agreement (the "Financing Agreement") among the Authority, the Borrower and the Trustee, in the form presented to this meeting, is hereby approved. The Designated Officers of the Authority are, and each of them acting alone is, hereby authorized, for and in the name of and on behalf of the Authority, to execute and deliver a Financing Agreement with respect to the Project in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority including such additions or changes as are necessary or advisable in accordance with Section 7 hereof, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Financing Agreement. Section 5. A Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement") among the Authority, the Trustee and the Borrower, in the form presented to this meeting, is hereby approved. The Designated Officers of the Authority are, and each of them acting alone is, hereby authorized, for and in the name of and behalf of the Authority, to execute and deliver a Regulatory Agreement with respect to the Project in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority including such additions or changes as are necessary or advisable in accordance with Section 7 hereof, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Regulatory Agreement. Section 6. A Bond Purchase Agreement (the "Bond Purchase Agreement (the "Bond Purchase Agreement") among the Authority, the Borrower, and Capmark Securities, Inc. (the "Underwriter") in the form presented to this meeting, is hereby approved. The designated Officers of the Authority are, and each of them acting alone is, hereby authorized, for and in the name of and on behalf of the Authority, to execute and deliver the Bond Purchase Agreement in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon consultation with bond counsel to the Authority including such additions or changes as are necessary or advisable in accordance with Section 7 hereof, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Bond Purchase Agreement. Section 7. A Preliminary Official Statement relating to the Bonds (the "Preliminary Official Statement") in the form presented to this meeting, is hereby approved. The Designated Officers are, and each of them acting alone is, hereby authorized, for and in the name and on behalf of the Authority, to revise the Preliminary Official Statement to conform with the Indenture, the Financing Agreement and the Regulatory Agreement setting forth the provisions of the financing and the Bonds and to bring to final form the Preliminary Official Statement (the "Official Statement") upon sale of the Bonds, and to execute the Official Statement in said form, with such additions thereto or changes therein as are recommended or approved by such officers upon Resolution No 2006-003 Page 3 015 consultation with bond counsel to the Authority, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of the Official Statement. The Underwriter is hereby authorized to distribute copies of the Preliminary Official Statement to persons who may be interested in the purchase of the Bonds when issued, and is directed to deliver copies of the Official Statement to all actual purchasers of the Bonds upon issuance. Section 8. All actions heretofore taken by the officers and agents of the Authority with respect to the financing contemplated by this Resolution, the Program and the issuance and delivery of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the Authority, including the Designated Officers, are hereby authorized, 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 and deliver 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 and resolutions hereto adopted by the Authority and in order to carry out the proposed financing and the Program, including but not limited to those certificates, agreements and other documents described in the indenture, the Financing Agreement, the Regulatory Agreement, the Bond Purchase Agreement and the Official Statement and the other documents herein approved and any certificates, agreements or documents as may be necessary to further the purpose hereof, evidence credit support or additional security for the Bonds, or evidence the obligation to purchase Bonds upon tender by the Bondholders, but which shall not create any obligation or liability of the Authority other than with respect to the revenues and assets derived from the proceeds of the Bonds. Section 9. This resolution shall take effect immediately upon its adoption. ADOPTED this 20th day of November, 2006. APPROVED AS TO FORM: Joseph W. Fletcher, General Counsel By: ,'4<, - f. /.:t{,;;<--v( Lisa E. Storck Assistant Counsel Resolution No. 2006-003 Page 4 of 5 AYES Councilmembers Alvarez. Bist. Bustamante, Christv. Garcia, Pulido. Solorio (7) NOES: Councilmembers None (0) ABSTAIN: Councilmembers None (0) NOT PRESENT: Councilmembers None (0) CERTIFICATE OF ATTESTATION AND ORIGINALITY I. PATRICIA E. HEALY, Recording Secretary, do hereby attest to and certify the attached Resolution No. 2006-003 to be the original resolution adopted by the Santa Ana Housing Authority on November 20, 2006. / Date: /~0 ~/- / Recording Secretary Santa Ana Housing Authority Resolution No. 2006-003 Page 5 of 5