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HomeMy WebLinkAbout4740_CCv0001.pdf RESOLUTION NO. 4740 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDLANDS APPROVING DOCUMENTS; APPOINTING A TRUSTEE AND BOND COUNSEL AND AUTHORIZING THE SALE OF ITS VARIABLE RATE DEMAND MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (PARKVIEW TERRACE PROJECT) 1991 SERIES A AND MAKING CERTAIN FINDINGS IN CONNECTION WITH THE ISSUANCE OF SAID BONDS WHEREAS, the City of Redlands (the "City") has heretofore issued $22,650, 000 principal amount of its Multifamily Rental Revenue Bonds (Gibraltar Community Builders) , 1985 Series A (the "Prior Bonds") pursuant to Chapter 7 (commencing with Section 52075) of Part 5 of Division 31 of the California Health and Safety Code to provide financing for a multifamily rental housing project (the "Project") , which Project was thereafter constructed by Gibraltar Community Builders (the "Developer") ; and WHEREAS, the Developer has heretofore sold the Project to Redlands-558, a California Limited Partnership (the "Owner") and the Owner has assumed the obligations of the Developer with respect to the Prior Bonds; and WHEREAS, repayment of the Prior Bonds is secured by a letter of credit issued by Gibraltar Savings ("Gibraltar") and further secured by a policy of municipal bond insurance issued by Financial Guaranty Insurance Company ("FGIC"") ; and WHEREAS, Gibraltar has been taken over by The Resolution Trust Corporation and FGIC has indicated that it plans to cause the Prior Bonds to be redeemed on March 1, 1991 as a result of the insolvency of Gibraltar; and WHEREAS, the Developer seeks the issuance of refunding bonds (the "Bonds") by the City in the aggregate principal amount of not to exceed $22 , 650, 000 to refinance the acquisition and construction of the Project by means of refunding the Prior Bonds prior to March 1, 1991; and WHEREAS, the City is authorized, pursuant to provisions of Article II of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the "Act") to issue the Bonds to refund revenue bonds of the City; and WHEREAS, pursuant to the requirements of Section 147 (f) of the Internal Revenue Code of 1986, as amended, this City Council has duly conducted a public hearing regarding the issuance of the Bonds by the City for the refinancing of the Project, notice of which hearing was duly published in a paper of general circulation in the City and which publication occurred at least 14 days prior to the date hereof; and WHEREAS, all acts, conditions and things required by the Act, 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 aforesaid Bonds exist, 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 revenue bonds for the purpose, in the manner and upon the terms herein provided; and WHEREAS, said revenue bonds are to be issued pursuant to an Indenture (the "Indenture") in the form presented to this meeting by and between the City and Bankers Trust Company of California, National Association (the "Trustee") in an aggregate principal amount not to exceed $22 , 650, 000 and are to be designated as the "City of Redlands Variable Rate Demand Multifamily Housing Revenue Refunding Bonds (Parkview Terrace Project) 1941 Series A" ; NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF REDLANDS AS FOLLOWS: Section 1. Recitals. The above recitals, and each of them, are true and correct. Section 2 . Regulatory Agreement. The proposed form of the Regulatory Agreement and Declaration of Restrictive Covenants by and among the City, the Trustee and the Owner (the "Regulatory Agreement") presented at this meeting is hereby approved and the Mayor or Vice Mayor and the City Clerk or the Assistant City Clerk are hereby authorized and directed, for and in the name of the City, to execute the Regulatory Agreement in substantially the form hereby approved, with such non-substantive changes therein as the officer or officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof and are further authorized and directed to cause said Regulatory Agreement to be recorded in the official records of San Bernardino County. Section 3 . Official Statement. The draft of the Preliminary Official Statement relating to the Bonds presented at this meeting is hereby approved in substantially the form presented with such non-substantive changes thereto as may be approved by the any of the Mayor, the Vice Mayor or City Manager and the Mayor or Vice Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute the Preliminary Official Statement and a Final Official Statement in substantially the form of the Preliminary Official Statement, together with such non- substantive changes thereto as may be approved by any of the Mayor, Vice Mayor or City Manager (collectively the "Official Statement") F 36291 k0 -2- and the distribution of such Official Statement in connection with the sale of the Bonds is hereby authorized. Section 4 . Appointment of Trustee. Bankers Trust Company of California, National Association is hereby appointed as Trustee under the Indenture (the "Trustee") for the City and the owners of the Bonds, with the duties and powers of such Trustee as are set forth in the Indenture. Section 5. Indenture. The proposed form of the Indenture presented at this meeting by and between the City and the Trustee is hereby approved and the Mayor or the Vice Mayor and the City Clerk or the Assistant City Clerk are hereby authorized and directed, for and in the name and on behalf of the City, to execute, acknowledge and deliver to the Trustee the Indenture in substantially the form hereby approved, with such non-substantive additions or changes as the officers executing the same may approve and which may be consistent with the Purchase Contract hereinafter referred to, such approval to be conclusively evidenced by the execution and delivery thereof. Section 6. Form of Bonds. The form of the Bonds as set forth in the Indenture as presented to this meeting is hereby approved and the Mayor or the Vice Mayor and the City Clerk or the Assistant 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, such Bonds in either temporary and/or definitive form in the aggregate principal amount set forth in the Indenture and all in accordance with the terms and provisions of the Indenture. Section 7 . Loan Agreement. The form of the Loan Agreement (the "Loan Agreement") as presented to this meeting by and among the City, the Owner and the Trustee, whereby the proceeds of the Bonds are to be loaned to the Owner for the purpose of refinancing the Project is hereby approved and the Mayor or the Vice Mayor and the City Clerk or the Assistant City Clerk are hereby authorized and directed, for and in the name of the City, to execute the Loan Agreement in substantially the form hereby approved, with such non-substantive changes therein as the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 8 . Bond Purchase Contract. The form of Bond Purchase Contract (the "Purchase Contract") for the purchase of the Bonds as presented to this meeting by PaineWebber Incorporated, as underwriter, and the sale of the Bonds pursuant thereto upon the terms and conditions set forth therein is hereby approved and, subject to such approval , the City Manager or the City Manager' s designee, is hereby authorized and directed to evidence the City's acceptance of the offer made by said Purchase Contract by executing and delivering said Purchase Contract in said form with such non- FJ829140 --3- substantive changes therein as the officer executing the same may approve and such matters as are authorized by Section 11 hereof, such approval to be conclusively evidenced by the execution and delivery thereof. Section 9 . Remarketing Agreement. The form of Remarketing Agreement (the "Remarketing Agreement") as presented to this meeting by and among the City, the Owner and PaineWebber Incorporated as the Remarketing Agent, is hereby approved and the Mayor or the Vice Mayor is hereby authorized and directed , for and in the name of the City, to execute the Remarketing Agreement in substantially the form hereby approved, with such non-substantive changes therein as the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 10. Intercreditor Agreement. The form of Inter- creditor Agreement (the "Intercreditor Agreement") as presented to this meeting by and among the City, the Trustee, the Owner and Security Pacific National Bank as provider of the letter of credit securing repayment of the Bonds, is hereby approved and the Mayor or the Vice Mayor is hereby authorized and directed, for and in the name of the City, to execute the Intercreditor Agreement in substantially the form hereby approved, with such non-substantive changes therein as the officers executing the same amy approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 11. City Manager or Designee Authorized. to Establish Final Terms of Sale of Bonds. The City Manager or the City Manger's designee, based on such advice of staff as he may deem necessary, is hereby authorized and directed to act on behalf of this City Council to establish and determine (i) the final principal amount of the Bonds, which amount shall not exceed $22 , 650, 000 (ii) the initial interest rate on the Bonds, which rate shall not exceed 11% per annum; (iii) the underwriter 's discount for the purchase of the Bonds, which amount shall not exceed 3 . 0% of the principal amount of the Bonds, and (iv) such other matters as may relate to the final terms and provisions for the sale of the Bonds as may be consistent with the Indenture. The City Manager, or the City Manager' s designee, upon the determination of such matters, is further authorized and directed, in and for the name of the City, to execute any supplements or amendments to the Purchase Contract as, based on such advice, may be necessary to include such matters as so determined to be a part of the Purchase Contract. The authorization and powers delegated to the City Manager or the City Manager ' s designee, by this Section 11 shall be valid for a period of 180 days from the date of adoption of this Resolution. Section 12 . Issuance of Bonds Conditional on Delivery of Letter of Credit and Notice of Default by FCIC. The issuance of the Bonds shall be subject to the conditions that (i) Security FJB29140 -4- Pacific National Bank shall deliver to the Trustee at the time of issuance of the Bonds an irrevocable direct pay letter of credit securing repayment of principal of and interest on the Bonds; (ii) FGIC shall have delivered to the Trustee for the Prior Bonds an irrevocable notice declaring a default under the documents relating to the Prior Bonds and requiring redemption of the Prior Bonds on or about March 1, 1991; and (iii) such other matters and items as Bond Counsel to the City may determine. Section 13 . Requisitions. The Mayor, Vice Mayor or City Manager is hereby authorized and directed to execute one or more requisitions authorizing the Trustee to pay the cost of issuing the Bonds from the proceeds of the Bonds pursuant to the Indenture. Section 14 . Other Acts. 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 but not limited to, the Final Official Statement, which in consultation with the staff and Bond Counsel, they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds, or otherwise to effectuate the purposes of this Resolution, and any such actions previously taken by such officers are hereby ratified and confirmed. Section 15. Bond Counsel. The law firm of Best, Best & Krieger is hereby retained as Bond Counsel on the terms set forth in their proposal letter on file with the City. Section 16. Effective Date. This Resolution shall take effect immediately upon adoption. ADOPTED this 5th day of F6ru dry,,- 1. M yo ct City of dlands ATTEST: City Clerk o/Ue City of Redlands FJB29140 -5- I, Lorrie Poyzer, City Clerk of the City of Redlands, California, do hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of Redlands, California, at a regular meeting thereof held on the 5th day of February, 1991, by the following vote of the City Council: AYES: Councilmembers Larson, Milson; Mayor DeMirjyn NOES: Councilmember Cunningham ABSENT: Mayor Pro Tem Beswick ABSTAINED: None IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Redlands, California, this 5th day of February, 1991. Citi Cler k of ty of Redlands FJ829140 -6- I , Lorrie Poyzer , City Clerk of the City of Redlands , California, do hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of Redlands , California , at a regular meeting thereof held on the 5th day of February, 1991 , by the following vote of the City Council : AYES : Councilmembers Larson, Milson; Mayor DeMirjyn NOES : Councilmember Cunningham ABSENT: Mayor Pro Tem Beswick ABSTAINED: None IN WITNESS WHEREOF , I have hereunto set my hand and affixed the official seal of the City of Redlands , California, this 12th day of February, 1991 . City Clerk City of Redlands , California -6-