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HomeMy WebLinkAbout1985-03-19; City Council; 7993-1; MULTI-FAMILY RESIDENTIAL MORTGAGE REVENUE BONDS, $16.5 MILLION-LINCOLN SEASCAPEx CIT~F CARLSBAD - AGEND~ILL r.: (I d- i 0 ." IAB# 7?23-*/ I TITLE; MULTI-FAMILY RESIDENTIAL MORTGAGE (DEPTm MTG.3/19/85 DEPT. RED REVENUE BONDS, $16.5 MILLION - CITY 1 LINCOLN SEASCAPE CITY c RECOMMENDED ACTION: Adopt Resolution No. 7ywauthorizing the issuance of Multi-F Residential Mortgage Revenue Bonds (Lincoln Seascape), and authorizing the execution of necessary documents. I ITEM EXPLANATION On December 18, 1984, Resolution of Inducement No. 7844 was adopted expressing Council's intent to provide Mortgage Revenu Bond financing for a multi-family housing project. Lincoln Seascape, a California Limited Partnership, proposes a 208 unit apartment project located on a 21 acre parcel near the northwest corner of Buttercup Lane and Batiquitos Drive. The amount of the bond issue is $16.5 million. The applicant will offer 42 units (20%) to eligible low and moderate income renters. n W is Ey: a. a. a 2 b 2 U =! 0 z 3 0 0 The City Attorney and the Director of Building and Planning and the City's Bond Counsel, Stradling, Yocca, Carlson and Rauth, have reviewed the documents and found them to be consiE with the General Plan, the City's Housing Element, Council's affordable housing goals and applicable state and federal regulations. 1 On the date of issuance of the bonds, the owner shall pay to the City the sum of one-tenth of one percent of the aggregate principal amount of the bonds to reimburse the City for its expenses incurred in preparing to issue the bonds. Staff recommends City Council authorize the execution of certz documents pertaining to this $16.5 million multi-family reven1 bond issue now on file in the City Clerk's office. FISCAL IMPACT Costs incurred by the City will be recovered as part of the mortgage revenue bond issue. The one-tenth of one percent of the aggregate principal amount of the bonds is estimated to be $16,500. In addition Bond Counsel fees of $41,000 and Underwriting fees of $412,500 are estimated to be paid from bc proceeds. Estimated developer cost is 7 to 10 percent of the D '4." EXHIBITS 1 - Resolution No. 777&b 2 - Location Map b ' ll e e e? 1 2 3 4 5 6 7 81 RESOLUTION NO. 7940 A RESOLUTION OF THE CITY OF CARLSBAD, CALIFORNIA AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF MULTIFAMILY HOUSING REVENUE BONDS IN A PRINCIPAL AMOUNT NOT TO EXCEED $16,500,000 FOR THE PURPOSE OF MAKING A LOAN TO PROVIDE FUNDS TO PROVIDE THE INTERIM AND PERMANENT FINANCING OF THE COST OF DEVELOPING A MULTIFAMILY RENTAL PROJECT, DETERMININ AND PRESCRIBING CERTAIN MATTERS RELATING THERETO, A APPROVING AND AUTHORIZING THE EXECUTION OF RELATED DOCUMENTS, AGREEMENTS AND ACTIONS. (SEASCAPE VILLAGE PROJECT) ~ WHEREAS, by the provisions of Chapter 7 of Part 5 of Di g 15 in the community; and 14 housing in order to meet a substantial housing need identif: 13 funds to finance the development of affordable multifamily 1 12 bonds for the purpose of making loans or otherwise providinc 11 rrActlg) the City is authorized to issue multifamily mortgage 10 31 of the Health and Safety Code of the State of California WHEREAS, the City desires to make a loan (the "Developt 16 Loan") to Lincoln Seascape, A California Limited Partnershi] 17 (the "Developer") , to finance the construction of a 208-uni. 18 multifamily rental housing development (the "Project") , and 19 1 order to do so intends to sell and issue not to exceed $16, 20 of its Multifamily Housing Revenue Bonds, Series 1985B (Sea il 21 Village Project) (the "Bonds") ; and 22 WHEREAS, the City Council has now determined to make t 23 WHEREAS, there have been prepared and presented to the 26 moderate income persons or families; and 25 the Project for the purpose of providing housing for low an 24 Developer Loan to provide funds to assist in'the financing !I .. ... , 27 Council for consideration at this meeting the following 28 instruments: /I 9 ' II 0 0 * .% ll 1 (1) The form of Indenture of Trust (the "Indenture"), inclu 2 the form of Bond; 3 4 (2) The' form of Loan Agreement: 5 6 (3) The form of Regulatory Agreement and Declaration of 7 11 Restrictive Covenants (the "Regulatory Agreement"): 8 ll 9 (4) The form of Bond Purchase Contract; 10 l1 12 (5) The forms of the Deed of Trust, Assignment of Rents an1 13 Security Agreement, Second Deed of Trust, Assignment o 14 Rents and'security Agreement and Third Deed of Trust, 15 Security Agreement and Assignment of Rents (collective 16 the "Deeds of Trust"). I.7 (6) ,The form of the Developer Agreement: I.8 I l9 1 (7) The form of Official Statement relating to the Bonds: I 20 II 21 (8) The form on Intercreditor Agreement; 22 23 WHEREAS, it appears that each of the documents and ins 24 appropriate form and is an appropriate instrument to be ex€ 25 referred to above which is now before this meeting is in 26 and delivered for the purposes intended ; and 27 (collectively, the "Underwriter") have expressed their intt 28 WHEREAS, Newman and Associates, Inc. and PaineWebber : II -2- b ' I/ e e ~~ 1 2 to purchase the Bonds, and the City Council finds that the p' arrangements for the sale of the Bonds; and 3 interest and necessity require that the City at this time ma - 4 WHEREAS, pursuant to §103(k) of the Internal Revenue Co 5 of 1954, as amended, the City Council has held a public hear 6 regarding the issuance of the Bonds and now desires to autho 7 8 the issuance of the Bonds; NOW, THEREFORE, the Council of the City of Carlsbad her 9 FINDS, DETERMINES, ORDERS AND RESOLVES as fo~~ows: 10 Section 1. Finding and Determination. It is hereby fc 'X to assist in the financing of the Project through the issuan l2 and determined that it is necessary and desirable for the Ci . l3 and sale of the Bonds in order to assist in the development l4 dwelling units to be occupied by low and moderate income per l5 in the community. 16 17 Section 2. Authorization of the Bonds. For the purpc l8 11 of raising moneys with which to make the Developer Loan in c I' Ii to effectuate the construction and permanent financing of tl I. 2o principal amount not to exceed $16,500,000, which the exact 21 Project, the City hereby determines to issue the Bonds, in E 22 11 principal amount to be such amount as is necessary to financ 23 24 25 substantially the form set forth in the Indenture, with sucl as are permitted or required .by the Indenture, which shall 1 26 appropriate variations, omissions, insertions and provision! the Developer Loan for the Project. The Bonds shall be in . 27 11 appropriately completed when the Bonds are prepare.d. 28 I1 The Bonds shall be limited obligations of the City and 11 -3- - II 0 0 .. . 1 be payable as to principal, premium, if any, and interest, a ll - 2 the obligations of the City under the Indenture shall be pai 3 pledged-therefor under the Indenture. 4. and satisfied, solely from the revenues, receipts and other 5 Section 3. Execution and Delivery of the Bonds. Th 6 or imprinted thereon and attested with the manual or facsimj 9 seal of the City, or a facsimile thereof, shall be impressec 8 facsimile signature of the Mayor or Deputy Mayor, and the of 7 Bonds shall be executed on behalf of the City by the manual 10 siqnature of the City Clerk. 11 Section 4. Approval of Indenture. To provide for I 12 details of the Bonds, and to prescribe the terms and condit: 13 by the officers of the City executing the same, upon consul, 18 presented to this meeting or with such changes as may be ap: 17 to execute and deliver the Indenture, in substantially the 16 serviced, the Mayor and the City Clerk are hereby authorize( 15 and held and upon which the Developer Loan is to be made an( 14. upon which they are to be issued, secured, executed, autheni 19 I 29 21 22 23 24 25 26 27 28 I with the City Attorney, their execution thereof to constitu conclusive evidence of their approval of all changes form t form of Indenture presented to this meeting, which form of is hereby in all respects approved and incorporated by refe and made a part hereof. Section 5. Approval of Loan Aqreement. To provide the details of the making of the Developer Loan, and the du and obligations of the Developer, the Mayor or the City Cle are hereby authorized to execute and deliver the Loan Agree in substantially the form presented to this meeting or witk I1 -4- * II 0 0 *% 1 2 3 4 5 6 changes as may be approved by the officers of the City execu - the same, upon consultation with the City Attorney, their ex thereof to constitute conclusive evidence of their approval all changes from the form of Loan Agreement presented to thi meeting, which form of Loan Agreement is hereby in all respe approved and incorporated by reference and made a part herec 7 11 Section 6. Approval of Regulatory Agreement. To E 8 9 10 11 12 13 14 15 16 17 18 19 I 20 21 22 23 24 25 26 27 I 28 I for certain conditions and terms of the operation of the prc and the duties and obligations of the Developer, the Mayor, the City Clerk are hereby authorized to execute the Regulatc Agreement, in substantially the form presented to this meet: or with such changes as may be approved by the officers of i City executing the same, upon consultation with the City At- their execution thereof to constitute conclusive evidence 0: their approval of all changes from the form of Regulatory AI presented to this meeting, which form of Regulatory Agreeme! is in al1,respects approved and incorporated by reference a: made a part hereof. Based upon information available from 1 of San Diego, State of California and federal housing progr it is hereby found and determined that it is not feasible t make any of the units to be reserved for low and moderate i individuals or families in the Project available to very lo income households except in the manner and to the extent se forth in the form of Regulatory Agreement. Section 7. Approval of Bond Purchase Contract. 'I form of Bond Purchase Contract presented to this meeting is approved in all respects and incorporated herein by referer and made a part hereof, and the Mayor is hereby authorized ll -5- * II 0 0 L~ 1 2 execute and deliver to the Underwriter a Bond Purchase Contr with the City Attorney, such execution to constitute concluz 4 by the officer of the City executing the same, upon consulta 3 in substantially such form or with such changes as may be aF 8 which form of Bond Purchase Contract is in all respects appr ' the form of Bond Purchase Contract presented to this meeting 6 evidence of the approval by such officer of all changes fron 5 and incorporated by reference and made a part hereof. 9 Section 8. Approval of the Deeds of Trust. The for lo of the Deeds of Trust presented to this meeting are hereby z I' in all respects and incorporated herein by reference and mac - l2 a part hereof, and the Mayor is hereby authorized to executc l3 l4 and deliver .to the Deed of Trust in substantially such form made a part hereof. 2o 1 is in all respects approved and incorporated by reference ar I' Trust .presented to this meeting, which form of the Deeds of l8 of such officer of all changes from the form of the Deeds oi l7 such execution to constitute conclusive evidence of the appr l6 executing the same, upon consultation with the City Attornel l5 with such changes as may be approved by the officer of the C 21 Section 9. Approval of Developer. Agreement. The fc 22 in all respects and incorporated herein by reference and ma( 23 of Developer Agreement presented to this meeting is hereby E such execution to constitute conclusive evidence of the app: 28 City executing the same, upon consultation with the City At- 27 or with such changes as may be approved by the officer of tl 26 and deliver a Developer Agreement in substantially such for1 25 a part hereof, and the Mayor is hereby authorized to execul 24 ll -6- L. ll e a 3L made a part hereof. 4 is in all respects approved and incorporated by reference anc 3 presented to this meeting, which form of Developer Agreement 2 by such officer of all changes form the form of Developer Ag] - 5 Section 10. Approval of Official Statement. The fo 6 hereby in all respects approved and incorporated herein by 7 of Preliminary Official Statement presented to this meeting reference and made a part hereof and the Underwriters are 8 Q authorized to distribute the Preliminary Official Statement 10 authorized to execute and deliver a final Official Statement 11 connection with the sale of the Bonds, and the Mayor is here in substantially such form or with such changes therein as n 12 ' 13 be approved by the officer of the City executing the same, 1: 14 consultation with the City Attorney, such execution to const 15 conclusive evidence of the approval by such offi-cer of all c 16 from the form of Preliminary Official Statement presekted tc .17 this meeting, which form of Preliminary Official Statement I 18 in all respects approved and incorporated by reference and I 19 1 .a part hereof. 20 Section 11. Approval of Intercreditor Agreement. r 21 to this meeting is hereby approved, and the Mayor, and the ( 22 form of Intercreditor Agreement substantially in the form SI 26 constitute conclusive evidence of the approval of such offi 25 Agreement in substantially such form or with such execution 24 clerk are hereby authorized to execute and deliver an Inter( 23 all respects approved and incorporated by reference and mad 28 to this meeting, which form of Intercreditor Agreement is i 27 of all chanyes from the form of Intercreditor Agreement pre /I -7- II 8 ll 0 * . 1 a part hereof. - 2 3 California, N.A. is hereby selected to serve as the Trustee 4 the Indenture, provided that, if necessary, the City Manager 5 is hereby authorized and directed to select a substitute trt Section 12. Selection of Trustee. The Bank of 6 7 8 9 10 11 I to serve as Trustee under the Indenture, provided that sucl Trustee must comply with the qualification requirements set in Section 901 of the Indenture. The Trustee is hereby reql ,and directed to authenticate the Bonds by executing the Tru! Certificate of Authentication and Registration appearing thc and to deliver the Bonds, when duly executed and authentica. 12 ’ 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 I I , to the parties named in the Bond Purchase Agreement, in acc with written instructions executed on behalf of the City by Director of Building and Planning, which instructions said ( is hereby authorized and directed, for and in the name and 1 behalf of the City, to execute and deliver to the Trustee. instructions shall provide for the delivery of the Bonds in accordance with the Bond Purchase Agreement, upon payment o .the purchase price thereof. Section 13. Actions Ratified and Authorized. All heretofore taken by the officers and agents of the City wit respect to the sale and issuance of the Bonds are hereby ap confirmed and ratified, and the Director of Building and P1 and the City Attorney are hereby authorized and directed, f an in the name and on behalf of the City, to do any and all and take any and all actions and execute and deliver any ar ,all certificates, agreements and other documents, includinc not limited to those described in the Bond Purchase Agreemc ll -8- 1 0 0 ,. K 1 which they, or any of them, may deem necessary or advisable - 2 in order to consummate the lawful issuance and delivery of t 3 the Act and this resolution. 4' Bonds and the making of the Developer Loan in accordance wit 5 Section 14. Conflicting Resolutions Repealed. All 6 extent of such conflict, hereby repealed. 7 resolutions or parts thereto in conflict herewith are, to th or provision of this resolution shall be held to be invalid 9 Section 15. Severability. If any section, paragrag 8 10 or unenforceable for any reason, the invalidity or unenforcc 1111 of such section, paragraph or provision shall not affect an1 1211 remaining provisions of this resolution. 13 the purpose and intent of this City Council that this resoll 14 Section 16. Resolution Constitutes Approval. It ic 15 representative in accordance with S103(k) of the Internal Re 16 constitute approval of the Bonds by the applicable elected 1 effect on the date of its adoption. l9 Section 17. Effective Date. This resolution shall 18 Code of 1954, as amended. l7 20 PASSED, APPROVED AND ADOPTED on this 19th day of March : 21 by the following vote, to wit: 22 23 AYES: Council ms Casler, Lewis, Kulchin, Chick and Pettine NOES : IW-E 24 25 ABSENT : None 26 7fL+dedL+ ASLER, Mayor 27 28 ud@- ALETHA L. RAUTENKRANZ, Cit (Seal) -, * 0 CITY OF CARLSBAD NOTICE OF PUBLIC HEARING RE ISSUANCE OF MULTIFAMILY HOUSING REVENUE BONDS NOTICE IS HEREBY GIVEN that at its regular meeting tl be held on March 19, 1985, at 6:OO p.m. in its council chambe at 1200 Elm Avenue, Carlsbad, California, the City Council of the City of Carlsbad will conduct a public hearing as require1 by Section 103(k) of the Internal Revenue Code of 1954, as amended, at which it will hear and consider information concerning its possible issuance of multifamily housing reven bonds to finance the construction of the multifamily housing projects listed below: 1. A 320-unit multifamily rental housing project to be owned by La Costa Partners, a California general partnership in which Rodney F. Stone and George A. Fermanaian will be general partners, proposed to be located on a 21.6 acre parcel of land near the southeast corner of La Costa Avenue and Rancho Santa Fe in the City of Carlsbad, with bonds to be issued a maximum aggregate principal amount not to exceed $16,000,000; and 2. A 208-unit multifamily rental housing project to be owned by Lincoln Seascape, A California Limited parcel of land near the northwest corner of Buttercu Lane and Batiquitos Drive in the City of Carlsbad, with bonds to be issued in a maximum aggregate principal amount not to exceed $16,500,000. Partnership, proposed to be located on a 2136 acre At least 20% of the rental units in each of the projects financed with bond proceeds will be required to be rented to low or moderate income individuals or families as defined in Section 103(b)(12)(C) of the Internal Revenue Code of 1954, a amended. ALL PERSONS HAVING ANY INFORMATION RELEVANT TO THE PROPOSED ISSUANCE OF BONDS TO FINANCE THE PROJECTS ARE INVITE TO APPEAR AT THE TIME AND PLACE MENTIONED ABOVE TO PRESENT SU INFORMATION TO THE CITY COUNCIL. Dated: February n, 1985 Publish: March 2, 1985 3728~/2062-11 'LOCATION MAP t I EXHIBIT 9-6-8 "".I) x e 1200 ELM AVENUE CARLSBAD, CALIFORNIA 92008 0 ditp of Carls'bab TELE (71 4) March 22, 1985 Lincoln Property, Co. 701 "B" Street, Suite 705 San Diego, CA 92112 Enclosed for your records, please find a copy of the following Resolution 7940 .___ , adopted by the Carlsbad City Council on March 19, 1985 &f* Sincerely, LEE RAUTENKRANZ , City Clerk LR : adm Enclosures ( I ) -' Carlsbad Journa, Decreed a Legal Newspaper by the Superior Court of Son Diego County 3 138 ROOSEVELT ST. P.O. BOX 248 CARLSBAD, CA 92008 0 729-2345 Proof of Publication STATE OF CALIFORNIA, ss, COUNTY OF SAN DIEGO, ALL PERSONS HAVING ANY amended, INFORMATION RELEVANT TO THE PROPOSED ISSUANCE OF BONDS TO FINANCE THE PROJ- ECTS ARE INVITED TO APPEAR AT THE TIME AND PLACE MEN- TIONED ABOVE TO PRESENT SUCH INFORMATION TO THE CITY COUNCIL. Dated February 27,1985 ALETHA L. RAUTENKRANZ City Clerk CJ 4120: March 2,1985 City of Carlsbad b*. 2 .. a 0 r " FRITZ R. STRADLING C. CRAIG CARLSON NICK E. YOCCA WILLIAM R. RAUTH 111 K. C. SCHAAF RICHARD C. GOODMAN JOHN J. MURPHY THOMAS P. CLARK, JR. BEN A. FRYDMAN DAVID R. MCEWEN PAUL L. GALE RUDOLPH C. SHEPARD M. D. TALBOT BRUCE C. STUART DOUGLAS F. HIGHAM E. KURT YEAGER ROBERT J. WHALEN ROBERT E. RICH PETER J. TENNYSON THOMAS A. PISTONE STBADLING, YOCCA, CARLSON & RAUTH A PROFESSIONAL CORPORATION SCOTT E. MCCONNELL ATTORNEYS AT LAW RENA C. STONE RANDALL J. SHERMAN BRUCE FEUCHTER LAWRENCE D. FRENZEL MARK J. HUEQSCH PEG1 A. GROUNDWATER JOHN J. SWIGART, JR. DONALD J. HAMMAN TELEPHONE (714) 640-7035 TONY L. LOWE NEILA R. BERNSTEIN CHRISTOPHER J. KlLPATRlCK NANCY RADER WHITEHEAD LEWIS G. FELDMAN SYLVIA D. LAUTSCH CLARK H. LIBENSON ERNEST W. KLATTE 111 LAWRENCE 8. COHN ANN D. CATRON 660 NEWPORT CENTER DRIVE, SUITE 1600 POST OFFICE BOX 7680 NEWPORT BEACH, CALIFORNIA 92660-6401 February 26, 1985 JOHN E. E DARYL OF, TEL (714) ' Mr. Martin Orenyak 1 D Director Carlsbad Redevelopment Agency 1200 Elm Avenue - Carlsbad; California 92008 - - FEB 27 2985 P!-=.t OF CARLSBAD Re: TEFRA Notice euifding Department Dear Marty: Enclosed is a form of the Notice of Public Hearing to be published in connection with the TEFRA hearing that the Cit Council will be conducting for the La Costa Partners (So-Cal) and Lincoln Seascape projects. As we discussed, Section 103(k) of the Internal Revenue Code of 1954, as amended, requires that this public notice be published at least 14 days prior to the hearing in a newspaper of general circulation within the City. Thus, this notice should be published no later than March 4 for the hearing to be held on March 19. By March 12, 1985, I will submit to you and to Vince Biondo the forms of the resolutions to be adopted by the City Council authorizing the issuance of bonds for each project, 2 that time, the documents to be approved by the City in connection with the issuance of the bonds will also be submitted in substantially final form. Provided that the Council does authorize the issuance of the bonds for the projects on March 19, shortly thereafter, c 4-l * 1'1 '. e II) p. 1 Mr. Martin Orenyak February 26, 1985 Page Two the underwriters will sell the bonds and schedule the closing of the issues. We will need an Affidavit of Publication from the newspaper verifying publication no later than March 4, and I would appreciate it if you could ask someone on your staff to clip a copy of the notice as published and send it to me for n files. Thank you for your help. If you have any questions, please call. Very truly yours, STRADLING, YOCCA, CARLSON & RAUTE wr Robert J. Whalen RJW: pm Enclosure