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HomeMy WebLinkAbout20943 - RESOLUTIONS - 5/19/2004 RESOLUTION NO. 20943 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS AUTHORIZING THE ISSUANCE OF NOT TO EXCEED (1) $3,500,000 MULTIFAMILY MORTGAGE REVENUE BONDS (GNMA COLLATERALIZED - SUNRISE VILLAGE MOBILEHOME PARK PROJECT) SERIES 2004A; (2) $300,000 TAXABLE MULTIFAMILY MORTGAGE REVENUE BONDS (GNMA COLLATERALIZED — SUNRISE VILLAGE MOBILEHOME PARK PROJECT) SERIES 200413; AND (3) $700,000 SUBORDINATE MULTIFAMILY MORTGAGE REVENUE BONDS (GNMA COLLATERALIZED — SUNRISE VILLAGE MOBILEHOME PARK PROJECT) SERIES 2004C, APPROVING THE FORM OF LEGAL DOCUMENTS RELATED THERETO AND AUTHORIZING AND DIRECTING PREPARATION, EXECUTION AND DELIVERY OF THE FINAL FORMS THEREOF WHEREAS, the City of Palm Springs (the "City") is a municipal corporation and charter city organized and existing pursuant to the Constitution and laws of the State of California and the charter of the City (collectively, the "Law") and is authorized to issue bonds to be used to make loans to finance or refinance acquisition and rehabilitation of multifamily housing projects, including mobile home parks; and WHEREAS, the Santiago Sunrise Village Mobilehome Park Corporation (the "Borrower") ' has requested that the City assist it in acquiring and rehabilitating Sunrise Village Mobilehome Park and the City desires to issue its not to exceed (1) $3,500,000 Multifamily Mortgage Revenue Bonds (GNMA Collateralized - Sunrise Village Mobilehome Park Project) Series 2004A; (2) $300,000 Taxable Multifamily Mortgage Revenue Bonds (GNMA Collateralized — Sunrise Village Mobilehome Park Project) Series 200413; and (3) $700,000 Subordinate Multifamily Mortgage Revenue Bonds (GNMA Collateralized — Sunrise Village Mobilehome Park Project) Series 2004C (the "Bonds"); and WHEREAS, the Bonds will be issued pursuant to those certain Indentures of Trust which shall be entered into by and between the City and Union Bank of California, N.A., as trustee (the "Trustee"), the forms of which are presently on file with the City Clerk (collectively the "Indenture"); and WHEREAS, the proceeds of the Bonds will be loaned to the Borrower pursuant to and in accordance with those certain Financing Agreements which shall be entered into by and between the City, the Borrower and Red Mortgage Capital, Inc. (the "Lender") the forms of which are presently on file with the City Clerk (collectively the "Financing Agreement") in order to (i) acquire and rehabilitate the Project, and (ii) pay costs of issuance of the Bonds; and WHEREAS, the Bonds shall be secured by rental revenues from the Project as further provided in the Financing Agreement, a pledge of moneys in the funds and accounts established by the Indenture and by a guarantee by the Government National Mortgage Association ("GNMA"); and WHEREAS, Kinsell, Newcomb & DeDios, Inc., as prospective underwriter of the Bonds (the "Underwriter') has informed the City that it intends to submit an offer to purchase the Series A Bonds and the Series B Bonds and shall cause to be prepared a Preliminary Official Statement and an Official Statement relating to such Bonds, as may be necessary in the sale 1 �� ►� 1003/065/30801 02 Resolution 20943 Page 2 and marketing of such Bonds, the form of which Preliminary Official Statement is presently on ' file with the City Clerk; and WHEREAS, the City of Palm Springs has scheduled and held a public hearing to approve the issuance of the Bonds in accordance with the public approval requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended; and WHEREAS, the City has considered the terms of the transaction as contemplated herein and desires at this time to approve the terms of said transaction in the public interests of the City. NOW, THEREFORE, the City Council of the City of Palm Springs hereby finds and resolves as follows: SECTION 1. Issuance of the Bonds; Approval of Form of Indenture; Authorization and Direction of Preparation of Final Form Thereof. The City hereby authorizes the issuance of the Bonds under and pursuant to the Law and the Indenture in the principal amount of not to exceed $4,500,000 and the preparation of certain financing documents related thereto which are necessary to carry out the issuance of the Bonds and the loan of proceeds therefrom to the Borrower. The City hereby approves the form of Indenture as presently on file with the City Clerk with such changes thereto as may be approved by the Mayor, Finance Director, or City Manager of the City and as necessary to incorporate the principal amount, interest rate, maturity and redemption dates and such other ' terms and conditions with respect to the Bonds when such terms and conditions have been ascertained. The City hereby further authorizes and directs that the form of Indenture presently on file with the City Clerk be converted into the final form of Indenture, authorizing the issuance of the Bonds together with such changes or modifications as deemed necessary or desirable by the Mayor, Finance Director or City Manager, upon the recommendation of Bond Counsel. The Mayor, Finance Director, City Manager or such other authorized officer of the City is hereby authorized and directed to execute and deliver, and the City Clerk or Assistant City Clerk is hereby authorized and directed to attest to, the final form of the Indenture when the same has been prepared for and in the name of the City, and such execution and delivery shall be deemed to be conclusive evidence of the approval thereof. The City hereby authorizes the delivery and performance of the obligations under the Indenture. SECTION 2. Approval of Final Form of Financing Agreement. The City hereby approves the form of Financing Agreement presently on file with the City Clerk together with any changes therein or additions thereto as may be approved by the Mayor, Finance Director or City Manager and as necessary to incorporate the principal amount, interest rate, maturity and prepayment dates, pledge of security thereunder and such other terms and conditions when such terms and conditions have been ascertained. The City hereby further authorizes and directs that the form of Financing Agreement presently on file with the City Clerk be converted into the final form of Financing Agreement, together with such changes or modifications as deemed necessary or desirable by the Mayor, Finance 1003i065130801.oz Resolution 20943 Page 3 ' Director or City Manager upon the recommendation of Bond Counsel. The Mayor, Finance Director, City Manager or such other authorized officer of the City is hereby authorized and directed to execute and deliver, and the City Clerk or Assistant City Clerk is hereby authorized and directed to attest to, the final form of the Financing Agreement when the same has been prepared and such execution and delivery shall be deemed to be conclusive evidence of the approval thereof. The City hereby authorizes the delivery and performance of the Financing Agreement. SECTION 3. Sale of the Bonds. The City hereby approves the sale of the Series A Bonds and Series B Bonds by negotiated purchase with the Underwriter, pursuant to that certain Bond Purchase Agreement on file with the City Manager (the "Purchase Agreement"), together with any changes therein or additions thereto approved by the Mayor, Finance Director or City Manager or an authorized representative of the Mayor and as necessary to incorporate the principal amount, the interest rate, the purchase price and such other terms and conditions when such terms and conditions have been ascertained. The sale of the Bonds pursuant to the Purchase Agreement is hereby approved. The City hereby authorizes and directs the Underwriter to cause the preparation of the final Purchase Agreement of which such terms are a part, and the Mayor, Finance Director, City Manager or such other authorized officer of the City is hereby authorized and directed to evidence the City's acceptance of the offer made by the Purchase Agreement by executing and delivering the Purchase Agreement in said form as on file with such changes therein as the officer or the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. The City further approves the rate and delivery of the Series C Bonds to the Borrower in accordance with an agreement therefor as prepared and approved by Bond Counsel. SECTION 4. Official Statement. The City hereby approves the form of the Preliminary Official Statement presently on file with the City Clerk and acknowledges that the Preliminary Official Statement is in substantially final form in accordance with Rule 15c2-12 of the Securities Exchange Act of 1934. The City further authorizes the distribution of a Preliminary Official Statement as shall be necessary or required in connection with the sale of the Series A Bonds and Series B Bonds to prospective purchasers thereof. The City hereby authorizes and directs that the Preliminary Official Statement be converted to a final Official Statement together with such changes or modifications as deemed desirable or necessary in the sale and marketing of the Series A Bonds and the Series B Bonds and as approved by the Mayor, Finance Director or City Manager upon the recommendation of Bond Counsel, and the Underwriter. The City hereby authorizes distribution of the Preliminary Official Statement and the final Official Statement by the Underwriter when the same has been prepared. The Mayor is hereby authorized and directed to execute the final form of said Official Statement in the name and on behalf of the City and to deliver the same to the Underwriter upon execution thereof, together with � 3 1003/065/30901.02 Resolution 20943 Page 4 the changes or modifications approved by the Mayor. Execution of said , final Official Statement shall be conclusive evidence of approval thereof, including any such changes and additions. SECTION 5. Approval of Final Form of Tax Regulatory Agreement. The City hereby approves the form of Tax Regulatory Agreement presently on file with the City Clerk together with any changes therein or additions thereto as may be approved by the Mayor, Finance Director or City Manager, The City hereby further authorizes and directs that the form of Tax Regulatory Agreement presently on file with the City Clerk be converted into the final form of Tax Regulatory Agreement, together with such changes or modifications as deemed necessary or desirable by the Mayor, Finance Director or City Manager upon the recommendation of Bond Counsel and City Attorney. The Mayor, Finance Director, City Manager or such other authorized officer of the City is hereby authorized and directed to execute and deliver, and the City Clerk or Assistant City Clerk is hereby authorized and directed to attest to the final form of the Tax Regulatory Agreement when the same has been prepared and such execution and delivery shall be deemed to be conclusive evidence of the approval thereof. SECTION 6. Official Action. The Mayor, Finance Director, City Manager, City Clerk, Bond Counsel and any and all other officers of the City are hereby 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, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds as described herein, including the distribution of the Preliminary Official Statement to any prospective purchasers when the same shall become available for distribution. Whenever in this Resolution any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. The City hereby appoints its City Manager as agent of the City for purposes of executing any and all documents and instruments which any officer of the City is authorized to execute hereunder. SECTION 7. Approval of Parties to the Financing Transaction. The City hereby approves the following entities for the transaction contemplated hereby: Aleshire &Wynder, LLP Bond Counsel and City Attorney Kinsell, Newcomb & De Dios, Inc. Underwriter Union Bank of California, N.A. Trustee Harrell & Company Advisors, LLC Financial Advisor Messerli & Kramer Disclosure Counsel 4 10031065/30801.02 Resolution 20943 Page 5 ' ADOPTED this?9tMay of May , 2004. AYES: Members Foat, McCulloch, Mills, Pougnet, and Mayor Oden NOES: None ABSENT: None ATTEST: CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA y City Clerk Mayor r� 1 5 10031065130901 02