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HomeMy WebLinkAbout4342_CCv0001.pdf RESOLUTION NO. 4342 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDLANDS APPROVING TRANSFER OF OWNERSHIP OF PARK VIEW TERRACE APARTMENTS AND APPROVING ASSUMPTION AGREEMENT WHEREAS, the City Council of the City of Redlands ( this "City Council" ) on September 3, 1985, adopted Resolu- tion No. 4106 approving documents for the issuance of $22,650,000 aggregate principal amount City of Redlands, California Multifamily Rental Housing Revenue Bonds (Gibral- tar Community Builders) 1985 Series A (the "Bonds" ) ; and WHEREAS, the proceeds of the Bonds were to be used to finance the construction of an approximately 630-unit multifamily rental housing project on a 36-acre parcel bounded by Terracina Boulevard, Brookside Avenue, Barton Road and Bellevue Street ( the "Project" ) in the City of Redlands and to be owned by Gibraltar Community Builders ( the "Developer" ) ; and WHEREAS, the Developer has notified the City that it proposes to sell the Project to Redlands-558, a Cali- fornia limited partnership (the "Buyer" ) ; and WHEREAS, pursuant to Section 10 of the Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement" ) by and among the City, the Developer and Security Pacific National Bank , as trustee ( the "Trustee" ) , the Developer may not sell or otherwise dispose of the Project without obtaining a prior written consent of the City, which such approval shall be conditioned solely upon receipt of ( 1 ) evidence satisfactory to the City that the Developer ' s purchaser or transferee has assumed in writ- ing and in full the Developer ' s duties and obligations under the Regulatory Agreement ; ( 2) an opinion of counsel to such party that such party has assumed the obligations of Devel- oper under the Regulatory Agreement and that the obligations assumed are binding on such party; and ( 3) an opinion of nationally recognized bond counsel to the effect that such sale or transfer will not adversely affect the exemption from federal and California income taxation of interest on the Bonds; and WHEREAS, there has been presented to this meeting an Assignment, Assumption and Estoppel under Regulatory Agreement and Declaration of Restrictive Covenants ( the "Assumption Agreement" ) pursuant to which the Grantee -1- accepts and agrees to assume the obligations of the Devel- oper under the Regulatory Agreement ; NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF REDLANDS AS FOL- LOWS: Section 1 . Approval of Transfer of Ownership of Project . The transfer of the ownership of the Project from Gibraltar Community Builders to Redlands-558, a California limited partnership ( the "Buyer" ) , is hereby approved subject to the delivery to the City of ( 1) the executed Assumption Agreement; ( 2) an opinion of counsel to the Buyer in form and substance satisfactory to the City Attorney to the effect that the Buyer has assumed the obligations of Gibraltar Community Builders under the Regulatory Agreement and that such obligations so assumed are binding on said party; and ( 3) an opinion of Best, Best & Krieger, bond counsel, to the effect that the transfer of the Project from the Developer to the Buyer will not adversely affect the tax-exempt status of the Bonds. Section 2 . Approval of Assumption Agreement . The Assumption Agreement presented to this meeting is hereby approved in substantially the form presented and the Mayor, the Mayor Pro Tem or the City Manager and the City Clerk or Assistant City Clerk are hereby authorized and directed for and in the name of the City, to execute said Assumption Agreement in substantially the form presented at this meet- ing with such insubstantial changes thereto as the City Attorney and the officers executing such agreement deem necessary or appropriate, the approval of such changes to be conclusively evidenced by the execution and delivery of said Assumption Agreement. Section 3 . Payment of Expenses by Escrow. The approvals hereby granted shall be subject to the condition that any fees and expenses incurred by the City, including but not limited to the fees and expenses of bond counsel , shall be paid through the escrow established by the Buyer and the Developer in connection with the transfer of the Project . -2- Section 4. Effective Date. This resolution shall take effect immediately upon adoption. APPROVED AND ADOPTED this 2nd day of February, 1988. Mayor ATTEST: City QJerk of, City of RedlaAds, Cal ornia -3- jrr0030 I , LORRIE POYZER, City Clerk of the City of Red- lands, California, do hereby certify that the foregoing Resolution No. 4342 was regularly introduced and adopted by the City Council of the City of Redlands, California, at a regular meeting thereof held on Tuesday, the 2nd day of February, 1988 by the following vote of the City Council : AYES: Councilmembers Wormser, DeMirjyn, Johnson; Cunningham; Mayor Beswick NOES: None ABSENT: None and that said resolution has not been amended, superseded or repealed, and is in full force and effect . IN WITNESS WHEREOF, I have hereunto this 2nd day of February, 1988. set my hand City Clerk City of Redlands,. California jrr0030 SAW OFFICES OF BEST, BEST & KRIEGER i January 27 , 1988 MEMORANDUM TO: Mayor and City Council FROM: City Attorney RE: Sale of Park View Terrace Apartments In October , 1985, the City issued its $22,650,000 Multifamily Rental Housing Revenue Bonds (Gibraltar Commu- nity Builders) 1985 Series A ( the "Bonds" ) to finance the construction of an apartment project in the City to be owned by Gibraltar Community Builders (the "Developer" ) . The Bonds are secured by a letter of credit from Gibraltar Sav- ings ( the "Association" ) and a surety bond from Financial Guaranty insurance Company ( the "Surety" ) . The Developer has informed the City that it is in the process of selling the Project to Redlands-558, a California limited partnership. Under the terms of the bond documents, the approval of the City Council to any such transfer is required, but is conditioned upon receipt of evidence that the Buyer has assumed all of the Developer ' s obligations in the financing and an opinion of Bond Counsel that the sale will not adversely affect the tax-exempt status of the Bonds . An Assignment, Assumption and Estoppel Agreement among the Buyer, the Developer, the City, the Association and Security Pacific National Bank , as trustee for the owners of the Bonds, is attached, under which the Buyer agrees to assume these obligations of the Developer. The enclosed resolution approves the execution and delivery of this agreement by the City, subject to evidence being delivered I to the City Attorney that the Buyer has assumed the obliga- tions of the Developer under the Regulatory Agreement and the delivery of an opinion of counsel to the Buyer to the effect that the Buyer has assumed all of the Developer ' s obligations under the Regulatory Agreement and the delivery of an opinion of our firm that the sale will not adversely affect the tax-exempt status of the Bonds. We would recommend adoption of the attached resolution. Glen E. Stephens John R. Rottschaefer jrr0033