HomeMy WebLinkAboutReso 1995-17822 RESOLUTION NO. 17822
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA
VISTA APPROVING CERTAIN MODIFIED DOCUMENTS
PERTAINING TO REMARKETING OF VARIABLE RATE
MULTIFAMILY HOUSING REFUNDING BONDS FOR TERRA
NOVA VILLAS HOUSING PROJECT AND AUTHORIZING MAYOR
TO EXECUTE ASSOCIATED DOCUMENTS
WHEREAS, the City of Chula Vista (the "City") has issued its Variable Rate Multifamily
Housing Refunding revenue Bonds (Tetra Nova Associates Project), 1992 Issue A, in the
original aggregate principal amount of ~9,490,000 (the "Bonds") pursuant to an Indenture of
Trust (the "Indenture"), dated as of February 1, 1992, by and between the City and First
Interstate Bank of California, as trustee (the "Trustee"); and,
WHEREAS, BRE Properties, Inc. (the "Borrower"), as successor to Terra Nova
Associates, the owner of the multifamily housing project refinanced with the proceeds of the
Bonds, has elected, pursuant to the provisions of the Indenture and that certain Loan
Agreement, dated as of February 1 I, 1995, among the Issuer, the Trustee and the Borrower
(the "Loan Agreement"), to establish on March 1, 1995 a Variable Rate (as defined in the
Indenture) with respect to the Bonds and The Industrial Bank of Japan, Ltd., acting through
its Los Angeles Agency (the "Credit Bank"), has agreed to extend the termination date of the
Letter of Credit (as defined in the Indenture) to March 1, 1998 and to make such other
revisions thereto as may be required by the Indenture; and,
WHEREAS, in connection with the remarketing of the Bonds, the Borrower has
requested that the City and the Trustee make certain technical amendments to the provisions
of the Indenture and the Loan Agreement, which amendments are required by the Rating
Agency (as defined in the Indenture) prior to the rendering of its rating on the Bonds in
connection with the remarketing of the Bonds on March 1,1995; and,
WHEREAS, Section 9.01 (c) of the Indenture provides that the City and the Trustee
may enter into an indenture supplemental to the Indenture to make such provisions for the
purpose of curing any ambiguity, inconsistency or omission, or of curing, correcting or
supplementing any defective provision contained in the Indenture, or in regards to matters or
questions arising under the Indenture, as the City may deem necessary or desirable and not
inconsistent with the Indenture, and which shall not materially adversely affect the interests
of the holders of the Bonds; and,
WHEREAS, Section 10.04 of the Loan Agreement provides that the provisions of the
Loan Agreement may be amended by written instrument executed by the parties thereto and
with the written consent of the Credit Bank; and,
WHEREAS, the Borrower and the Credit Bank have consented in writing to the
execution and delivery of the First Supplement (as hereinafter defined), the Credit Bank has
consented in writing to the execution and delivery of the First Amendment (as hereinafter
defined), and the City and the Trustee have received an opinion of Bond Counsel that the
-"" ..............T' .............. IT F
Resolution No. 17822
Page 2
amendments to the Indenture pursuant to the provisions of this First Supplement and the
amendments to the Loan Agreement pursuant to the provisions of the First Amendment to
Loan Agreement are made in accordance with the provisions of the Indenture and the Loan
Agreement, respectively, and such amendments will not materially adversely affect the
interests of the holders of the Bonds.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF CHULA VISTA does hereby
find, order, determine and resolve
SECTION 1. The First Supplemental Indenture of Trust (the '"First Supplement"), known as
document number CO95-016, a copy of which is on file in the office of the City
Clerk, dated as of February 15, 1995, between the Issuer and the Trustee, and
the First Amendment to Loan Agreement (the "First Amendment"), known as
document number C095-017, a copy of which is on file in the office of the City
Clerk, dated as of February 15, 1995, among the City, the Trustee and the
Borrower, in the forms presented to this meeting, are hereby approved. The
Mayor, City Manager or Finance Director of the City (the "Designated Officers")
are, and each of them acting alone is, hereby authorized and directed, for and
in the name and on behalf of the City, to execute and deliver the First
Supplement and the First Amendment, and the City Clerk is hereby authorized
and directed, for and in the name and on behalf of the City, to attest the
Designated Officer's signature on the First Supplement and the First
Amendment, in substantially said forms, with such additions thereto or changes
therein as are recommended or approved by such officers upon consultation
with bond counsel to the City, including such additions or changes as are
necessary or advisable in accordance with Section 3 hereof, the approval of
such additions or changes to be conclusively evidenced by the execution and
delivery by the City of the First Supplement and the First Amendment.
SECTION 2. Ratina on the Bonds. Pursuant to the provisions of the Loan Agreement, the
City hereby acknowledges, in connection with the remarketing of the Bonds on
March 1, 1995, delivery by The Industrial Bank of Japan, Limited, acting
through its Los Angeles Agency (the "Credit Bank"'), of its irrevocable letter of
credit securing the principal and purchase price of and interest on the Bonds
and consents to a rating on the Bonds of A+/A-1.
SECTION 3. Official Action. The Designated Officers, any and all other officials of the City
or such other person designated by the City are hereby directed, for and on
behalf of the City, to do any and all things and take any and all actions,
including, without limitation, the execution and delivery of any and all
amendments or supplements to the documents originally executed and delivered
by the City in connection with the issuance of the Bonds, including, but not
limited to, any supplements or amendments of the Indenture and the Loan
Agreement necessary to secure a rating on the Bonds in connection with the
remarketing of the Bond on March 1, 1995, any and all assignments,
Resolution No. 17822
Page 3
certificates, agreements, notices, consents, instruments of conveyance and
other documents, which they, or any of them, on the advice of bond counsel
to the City, may deem necessary or advisable in order to effect the
amendments of the Indenture and the Loan Agreement, as provided herein.
Presented by //~~s/TZ:f~L4~
Chris Salomone Bruce M. Boogaard
Community Development Director City Attorney
· ~ T'
Resolution No. 17822
Page 4
PASSED, APPROVED and ADOPTED by the City Council of the City of Chula Vista,
California, this 28th day of February, 1995, by the following vote:
YES: Councilmembers: Fox, Moot, Padilia, Rindone, Horton
NOES: Councilmembers: None
ABSENT: Councilmembers: None
ABSTAIN: Councilmembers: None
~l~orton, Mayor
ATTEST:
Beverly . Authelet, City Clerk
STATE OF CALIFORNIA )
COUNTY OF SAN DIEGO ) ss.
CITY OF CHULA VISTA )
I, Beverly A. Authelet, City Clerk of the City of Chula Vista, California, do hereby certify that
the foregoing Resolution No. 17822 was duly passed, approved, and adopted by the City
Council at a regular meeting of the Chula Vista City Council held on the 28th day of February
1995.
Executed this 28th day of February, 1995.
Beverly X.~ Authelet, City Clerk
-'l ~ I [ I 11 r