Viewing Instructions

Viewing Instructions This file has been indexed or bookmarked to simplify navigation between documents. If you are unable to view the document index, download the file to your local drive and open it using your PDF reader (e.g. Adobe Reader). ,, RESOLUTION NO. 2011-58 A RESOLllTION OF THE CITY COUNCIL OF THE CITY OF YUCAIPA, CALIFORNIA AllTHORIZING THE ISSUANCE OF MULTIFAMILY HOUSING BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $6,500,000 FOR THE PURPOSE OF FINANCING THE ACQUISffiON AND CONSTRUCTION OF THE YUCAIPA SENIOR TERRACE APARTMENTS SENIOR MULTIFAMILY RENTAL HOUSING PROJECT, APPROVING AND AUTHORIZING THE EXECllTION AND DELIVERY OF ANY AND ALL DOCUMENTS NECESSARY TO ISSUE THE BONDS AND IMPLEMENT TIDS RESOLUTION, AND RATIFYING AND 'APPROVING ANY ACTION HERETOFORE TAKEN IN CONNECTION WITH THE BONDS WHEREAS, pursuant to Chapter 7, Part 5 of Division 31 of the California Health and Safety Code (the "Act''), the City of Yucaipa, Califoroia (the "City'') is empowered to issue revenue bonds or notes for the purpose of financing the acquisition, construction, rehabilitation or development of low income and very low income multifamily rental housing; and WHEREAS, 34967 Yucaipa Blvd., L.P., a California limited partnership (the "Borrower") has requested the City to issue and deliver multifamily housing revenue obligations in the anticipated principal amount not to exceed $6,500,000 (the "Obligations"), the proceeds of which shall be used for the purpose of financing the acquisition and construction of a 44-unit plus I manager's unit, senior multifamily rental housing project located at 34967 Yucaipa Blvd., Yucaipa, California (the "Project"); and WHEREAS, on March 28, 20ll, the City adopted its Resolution Nos. 2011-18 and 2011-19 declaring its intent to issue tax-exempt bonds to fmance the Project to be owned by the Borrower or an affiliate thereof; and WHEREAS, the City conducted a public hearing on March 28, 2011, as required by Section 147(!) of the Internal Revenue Code of 1986, as amended (the "Code"), for the purpose of detennining whether to approve the issuance by the March 28, 201 I of multifamily housing revenue bonds or notes in an aggregate tax-exempt principal amount not to exceed $6,500,000 in order to finance costs of the acquisition, construction and equipping of the Project; WHEREAS, the Borrower has requested the City to issue tax-exempt multifamily housing revenue notes and loan the proceeds of the notes to the Borrower to finance the acquisition and construction of the Project; and WHEREAS, the City desires to make the units in the Project available for low and very low income senior persons or families, and in order to accomplish such purpose it is desirable for the City to provide for the issuance ofthe notes and a portion ofthe financing of the Project; and WHEREAS, the City intends to enter into a Funding Loan Agreement, by and between the City and Citibank, N.A. (the "Funding Lender"), dated as of September 1, 2011 (the "Funding Loan Agreement"), whereby the Funding Lender will loan the City up to $6,500,000 (the "Funding Loan") Page I of4 DOCSOC/1509975v2/022732-00 14 ,, _,I to loan to the Borrower pursuant to that certain Bonower Loan Agreement, to be entered into by and between the City and the Borrower, dated as of September I, 2011 (the "Bonower Loan Agreement") to provide the Bonower with up to $6,500,000 (the "Borrower Loan") to provide financing to acquire, construct and equip the Project; and WHEREAS, pursuant to the Funding Loan Agreement, the City intends to execute and deliver to the Funding Lender its Obligations evidencing its obligation to make the payments due to the Funding Lender under the Funding Loan as provided in this Funding Loan Agreement; and WHEREAS, the City's obligation to repay the Obligations shall be limited solely to the multifamily note executed and delivered by the Borrower to the City (the "Bonower Note") and other moneys and security pledged under the Funding Loan Agreement and Borrower Loan Agreement; and WHEREAS, the City will loan the proceeds of the Obligations to the Bonower and the Borrower will use the proceeds of the Obligations exclusively to finance the costs of acquisition and construction of the Project and the costs of issuing the Obligations; and WHEREAS, Government Code Section 8869.85 requires a local agency to file an application with the California Debt Limit Allocation Committee (the "Committee") prior to the issuance of tax exempt multifamily housing revenue bonds; and WHEREAS, the Committee bas allocated to the Project $6,500,000 of the State of California 2011 State ceiling for private activity bonds under section I 46 ofthe Internal Revenue Code of 1986; and WHEREAS, it is the intent of the City to enter into bond documentation to govern the Obligations to be issued (collectively, the "Transaction Documents"), including: (I) the Funding Loan Agreement; (2) the Bonower Loan Agreement; and (3) a regulatory agreement and declaration of restrictive covenants, by and between the City and the Borrower, dated as of September I, 2011 (the "Regulatory Agreement"); and WHEREAS, it appears that each of the documents and instruments described herein now before this meeting is in appropriate form and is an appropriate instrument to be executed and delivered for the purposes intended; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF YUCAIPA DOES HEREBY RESOLVE AS FOLLOWS: Section !. Authorization of Obligations. In accordance with the Act and pursuant to the Funding Loan Agreement and the Bonower Loan Agreement, the City is authorized to issue, execute and deliver the Obligations in an aggregate principal amount not to exceed $6,500,000, with an interest rate or rates, a maturity date or dates and other terms as provided in the Funding Loan Agreement as finally executed for the Obligations; provided, however, that the maximum interest rate on the Obligations shall not exceed 12 percent per annum and the final maturity of the Obligations shall not exceed 40 years from the date of issuance. The outstanding principal amount of the Obligations shall be in the amounts advanced by the owner of the Obligations from time to time to fund the loan to the Borrower, not to exceed the aggregate principal amount of $6,500,000. The Obligations shall be in the form set forth in and otherwise in accordance with the Funding Loan Page2 of4 DOCSOC/1509975v2!022732-0014 I Agreement, and shall be executed on behalf of the City by the manual or facsimile signature of the Mayor of the City (the "Mayor") or the City Manager, or their designee (each an "Authorized Officer") and the Obligations shall be attested by the manual or facsimile signature of the Clerk of the City (the "Clerk"). Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California ("SYCR") is hereby appointed to act as bond counsel with respect to the Obligations. Any of the Authorized Officers is authorized to execute an agreement with SYCR to act as bond counsel to pay for the cost of such services. Section 2. Approval of Transaction Documents. The proposed form of each of the Transaction Documents presented at this meeting is hereby approved, and any Authorized Officer is authorized to execute, and the Clerk is authorized to attest, the Transaction Documents in substantially said form, with such additions thereto and changes therein as such Authorized Officer may approve or recommend in accordance with Section 3 hereof. Additionally, the proposed form of Borrower Note to be executed by the Borrower in connection with the issuance of the Obligations presented at this meeting is hereby approved. Section 3. Actions Ratified and Authorized. All actions heretofore taken by the officers, employees and agents of the City with respect to the issuance of the Obligations are approved, confirmed and ratified, and the officers, employees and agents of the City are authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions and execute and deliver any and all certificates, agreements and other documents, and the other documents herein approved, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Obligations and to effectuate the purposes thereof and of the documents herein approved in accordance with this resolution and resolutions heretofore adopted by the City Couocil. Any Authorized Officer, acting alone, is authorized to execute any assignment agreement related to any mortgage note, mortgage, deed of trust or other document related to the loan made to the Borrower from the proceeds of the Obligations. In the event that the Clerk is uoavailable to sign any document related to the Obligations, any Deputy Clerk ofthe City may sign on behalf of the Clerk. Section 4. Further Consents. Approvals and Other Actions. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this resolution or otherwise appropriate in the administration of the Obligations and the lending program fmanced thereby, including, without limitation, any of the foregoing which may be necessary or desirable in connection with any amendment of such documents, any transfer of the Project, any substitution of security for the Obligations, or any redemption of the Obligations may be taken or given by an Authorized Officer without further authorization by the City Council, and each Authorized Officer is hereby authorized and directed to give any such consent, approval, notice, order or request and to take any such action which such officer may deem necessary or desirable to further the purposes of this resolution.

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