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HomeMy WebLinkAboutRES CC 1992 885 1992 0916RESOLUTION No. 92- 885 CITY OF MOORPARY, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MOORPARK, CALIFORNIA, AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF MULTIFAMILY HOUSING REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $21,700,000 FOR THE PURPOSE OF REFUNDING PRIOR BONDS AND REFINANCING A MULTIFAMILY RENTAL HOUSING PROJECT KNOWN AS LE CLUB APARTMENTS, DETERMINING AND PRESCRIBING CERTAIN MATTERS RELATING THERETO, AND APPROVING AND AUTHORIZING RELATED ACTIONS AND THE EXECUTION AND DELIVERY OF RELATED DOCUMENTS AND AGREEMENTS. WHEREAS, the City of Moorpark, California (the "City ") has heretofore determined to engage in a program (the "Program ") of financing the construction of a multifamily rental housing development known as Le Club Apartments (the "Project "), and in order to do so has previously issued $22,600,000 of its Multifamily Housing Revenue Bonds (Le Club Apartments Project) 1985 Series A (the "Prior Bonds "), and has made a loan of the proceeds thereof to Moorpark Le Club, Ltd., a California limited partnership (the "Developer "); WHEREAS, the Developer has requested that the City Council of the City (the "City Council ") redeem and refund the Prior Bonds in accordance with the provisions of that certain indenture dated as of December 1, 1985 (the "Prior Indenture ") by and between the City and Securit, Pacific National Bank; WHEREAS, the City Council desires to assist the Developer and preserve the availability of units in the Project for low and moderate income persons or families, and in order to accomplish such purposes it is desirable for the City Council to refund the Prior Bonds and provide refinancing for the Project; WHEREAS, Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the "Act") provides a complete, additional irkl alternative method for the issuance of refunding bonds; WHEREAS, there has been prepared and presented to this City Council for consideration at this meeting the documentation required for the issuance of refunding bonds for such refinancing; WHEREAS, it appears that each of the documents which are now before this meeting is in appropriate form and is an appropriate instrument to be exe,'u?:ed and delivered for the purposes intended; Sf24022.3 WHEREAS, the Internal Revenue Code of 1986 requires that, prior to issuance, certain bonds be approved by the applicable elected representatives of the governmental unit issuing such bonds and the governmental unit where the facilities to be financed are located, after a public hearing held following reasonable public notice; WHEREAS, the Project will be located wholly within the geographic boundaries of the City; WHEREAS, on August 13, 1.992, the City caused a notice of public hearing with respect to the issuance of refunding bonds to appear in the Moorpark News - Mirror, which is a newspaper of general circulation in the City, such date of publication being not less than fourteen days prior to the &ate of the hearing; WHEREAS, on the date hereof, said public hearing was held before this City Council, and an opportunity was provided for interested parties to present arguments for and against the issuance of refunding bonds and ttte nature and location of the Project; WHEREAS, this City Council is the applicable elected representative of the City; and WHEREAS, Bancroft, Garcia & Lavell, Inc. and PaineWebber Incorporated (collectively, the "Underwriters ") have expressed their intention to purchase the refunding bonds authorized hereby, and this City Council finds that the public interest and necessity require that the City at this time make arrangements for the sale of such refunding bonds; NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND DECLARED by the City Council of the city of Moorpark, California, as follows: 1. Pursuant to the Act and the Indenture (hereinafter defined), revenue bonds of the City, to be designated as "City of Moorpark Variable Rate Demand Multifamily Housing Refunding Revenue Bonds (Le Club Apartments Project) 1992 Series A," and bearing an appropriate series designation (the "Bonds "), in an aggregate principal amount not to exceed $21,700,000, are hereby authorized to be issued. The Bonds shall be in the forms set forth in and otherwise in accordance with the Indenture, and shall be executed by the manual or facsimile signature of the Mayor of the City, and the manual or facsimile seal of the City shall be impressed or reproduced thereon and attested by the manual or facsimile signature -)f *he city Clerk of the City. 2. The proposed form of Indenture of Trust dated as of November 1, 1992 (the "Indenture "), between the City and Bank of America National Trust and Savings Association (the "Trustee "), in substantially the form presented to this meeting, SF24 22 3 2 is hereby approved. The Mayor of the City is hereby authorized and directed, for and in the name and on behalf of this City Council and the City, to execute by manual or facsimile signature, attested by the City Clerk of the City or any deputy thereof under the seal of the City, and such officers are hereby authorized and directed, for and in the name and on behalf of this City Council and the City, to deliver, the Indenture in substantially said form, with such additions thereto or changes therein as such officers may approve or recommend upon consultation with counsel to the city and Bond Counsel to the City (provided that such additions or changes shall not authorize an aggregate principal amount of Bonds in excess of the amount stated above or result in an initial stated interest rate on the Bonds in excess of 5% per annum), the approval of such additions or changes to be evidenced conclusively by the execution and delivery of the Indenture. The date, maturity dates, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner or execution, place of payment, terms of redemption and other terms of the bonds shall be as provided in the Indenture as finally executed. 3. The proposed form of bond purchase agreement (the "Purchase Contract "), among the City, the Developer and the Underwriters, in substantially the form presented to this meeting, is hereby approved. The Mayor of the City or the City Manager of the City or any deputy Df said City Manager is hereby authorized and directed, for and in the name and on behalf of this City Council and the City, to accept the offer of the Underwriters to purchase the Bonds contained in the Purchase Contract (when such offer is made snd if such offer is consistent with Section 2 hereof) and to execute and deliver said Purchase Contract, with such additions or cnanges in said document as such officers may recommend or approve ipcn consultation with counsel to the City. 4. The proposed form of Loan Agreement, dated as of November 1, 1992 (the "Loan Agreement "), by and between the City and the Developer, in substantially the form presented to this meeting, is hereby approved. The Mayor of the City is hereby authorized and directed, for and i-i the name and on behalf of this City Council and the City, t�c- execute by manual or facsimile signature, attested by the City Clerk of the City or any deputy thereof under the seal of the City, and such officers are hereby authorized and directed, for and in the name and on behalf of this City Council and the City, << delivE•r the Loan Agreement, and Bond Counsel to the City, the �ipprovl-tl of such additions or changes to be evidenced conclus.ii( -y by the execution and delivery of the Loan Agreement. 5. The proposed form of preliminary official statement relating to the Bonds /the "Preliminary Official Statement "), in substantially the form presented to this meeting, to be used in connection with th- offer and sale of the Bonds, is %F2 -4022 3 hereby approved, and the City Council hereby ratifies and approves distribution of the Preliminary Official Statement to prospective purchasers of the Bonds. The Mayor of the City or the City Manager of the City or any deputy of said City Manager is hereby authorized and directed, for and in the name and on behalf of this City Council and the City, to execute and deliver, at the time of sale of the Bonds, said form of Preliminary Official Statement as the final Official Statement (the "Official Statement "), with such additions thereto or changes therein as such officer may recommend or approve upon consultation with counsel to the City and Bond Counsel to the City, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Official Statement. Such changes may include, without limitation, such changes as to the principal amount, maturity schedule, interest rates and redemption features of the Bonds as effectuate the purposes of this resolution, provided, however, that no change may be made which results in an aggregate principal amount of Bonds or an interest rate thereon in excess of the limits prescriLed in Sections 1 and 2 hereof. 6. The proposed form of Escrow Agreement dated as of November 1, 1992 (the "Escrow Agreement "), by and between the City and Bank of America National Trust and Savings Association, in substantially the form presented to this meeting, is hereby approved. The City Manager of the City if hereby authorized and directed, for and in the name and on behalf of this City Council and the City, to execute by manual or facsimile signature, and such officer is hereby authorized and directed, for and in the name and on behalf of this City Council and the City, to deliver the Escrow Agreement, with such additions or changes in said document as such officer may recommend or approve upon consultation with counsel to the City and Bond Counsel to the City, the approval of such additions or changes to be evidenced conclusively by the execution and lelivery of the Escrow Agreement. The City hereby elect: to redeem the Prior Bonds pursuant to Section 4.01 of the ?tior Indenture. 7. The Bonds, when executed, shall be delivered to the Trustee for authentication. Tie Trustee is hereby requested and directed to authenticate the HOnds by executing the Trustee's certificate of authentication and ~egistration appearing thereon, and to deliver the Bonds, when duly executed and authenticated, to the Underwriters in accordance!3 vith written instructions executed on behalf of this City --olanci 1 and the City by the Treasurer of the City or any D(�put y t.:f said Treasurer, which instructio,i: said officer is hereby authorized and directed, for and .:i the name and on behalf of the City Council and the City, to exectite and deliver to the Trustee. Such instructions shall provide f(- the delivery of the Bonds to the Underwriters in accordance wi*.n tho Purchase Contract, upon payment of the purchase price th->t -�of . S!'24022.3 8. If the Mayor of the City is unavailable to execute the Indenture, the Purchase Contract, the Official Statement and the Escrow Agreement, the City Manager of the City or his authorized deputy shall be entitled to sign in the place of the Mayor of the City. 9. This City Council hereby appoints Steven Kueny, City Manager, as administrator /manager of the Program (the "Administrator "). 10. As the applicable elected representative of the City, this City Council, for purposes of Section 147(f) of the Internal Revenue Code of 1986, hereby approves issuance of the Bonds in an aggregate principal amount not to exceed $21,700,000. 11. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this resolution, including without limitation any of the foregoing and an agreement for the payment to the City of administrative fees which may be necessary or desirable in connection with the monitoring of the Project by the City and any default under or amendment of such documents, any transfer or other disposition of the Project, any substitution of credit enhancement for the Bonds or any redemption of the Bonds, may be given or taken by the Administrator without further authorization by this City Council, and the Administrator 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 and the Program. 12. All actions heretofore taken by the officers and agents of the City with respect to the establishment of the Program and the sale and issuance of the Bonds and redemption of the Prior Bonds are hereby approved, confirmed and ratified, and the proper 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 and execute and deliver any and all certificates, agreements and other documents, including but not limited to those described in the Indenture, the Purchase Contract and the ether 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 Bonds and redemption of the Prior Bonds and to effectuate the purposes thereof and of the documents herein approved in accordance with this resolution and resolution: heretofore adopted by the City and otherwise in order to carr-, ) ,r. t he Program. SF -24022 3 5 13. its adoption. ATTEST: This resolution shall take effect immediately upon Lillian E. Hare [ SEAL] Mayor, City %f Moorpcf k, California X�/tz�� -- 1, City Clerk SF24022 3 6 U#JQ A WA : 1 N 799 Moorpark Avenue Moorpark, California 93021 (805) 529 -6864 STATE OF CALIFORNIA ) COUNTY OF VENTURA ) ss. CITY OF MOORPARK ) I, Lillian E. Hare ., City Clerk of the City of Moorpark, California, do hereby certify under penalty of perjury that the foregoing Resolution No. _ 92 -885 _ was adopted by the City Council of the City of Moorpark at a meeting held on the 16th day of SEPTEMBER , 1992, and that the same was adopted by the followinq vote: AYES: COUNCILMEMBERS MONTGOMERY, PEREZ, TALLEY, WOZNIAK AND MAYOR LAWRASON NOES: NONE ABSENT: NONE ABSTAIN: NONE WITNESS my hand and the official seal of said City this 17th day of SEPTEMBER 1992. �iillian E. Hare City Clerk (Sea 1) PAUL W LAWRASON JH JOHN F WOZNIAK SC-D I I MC N1 G(il'AI Wf HE HNARDO Id PI HI L ROY E TAI LEY JR 4livor Mayor P— 'e•n r rnr -, nemt••^ Counolmmmtar Councdmember Ponferl (n iz— vc!e'1 Par'...