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HomeMy WebLinkAbout2003-04-21 - Agendas -Apr iB 03 02:06p s YAWS N. mccolw %[ homey at Law 11 N. WEST AVE. S i T E #202 FAYETTEVILLE, ARKANSAS 72701 TELEPHONE (479) 695-1134 FACSIMLE (479) 695-1135 jimmccordlaw®alltel.net April 18, 2003 To: Fayetteville Public Facilities Board VIA FACSIMILE From: James N. McCord, Board CounsePOV Re: Board Meeting Aprii 21, 2003 The Fayetteville Public Facilities. Board will meet on Monday, April 21, 2003 beginning at 4:15 p.m. in the conference room of Stephens Inc, 3425 N. Futrall Drive, Suite 201, Fayetteville Arkansas. Items on the agenda are: (1) A resolution authorizing the issuance of multifamily housing revenue . bonds in an aggregate principal amount not to exceed $3,700,000 for the Grandview Apartments Project. Enclosed are the bond resolution, a narrative describing the project and the resolution of intent adopted by the Fayetteville. Public Facilities Board on April M 2002: pc: Fayetteville City Clerk (For FOIA notice to media) 718-7695 fax Wooten Epes; Kutak Rock (Bond Counsel) (501) 975-3001 fax Apr 18 03 02:06p Grandview Apartments 401 W. 24`� Street Fay0tiMM, Arkansas 72701. Grandview Apartments is a 128 -unit multifamily housing development. The property was built in 1974 and contains 3 (wo-story garden style residential buildings offering 24 one - bedroom, 60 two-bedroom and 24 three-bedroom units. Original construction consisted of a wood frame with siding and brick exterior with a pitched roof. The property. is built on 12.04 acres with 192 open parking spaces. Current amenities for the property include a community leasing office, playground and laundry facilities. Residents pay for electric and gas utility services. The property is a government subsidized fttlD Section 236 and HUD Section 8 property with 100% of the units available to tenants under the M) gection 8 program. All of the units are reserved for low-income indvduais and families according to HUD income qualifications. The renovations will include new interior and exterior paint, carpet, hcating and cooling units, new lighting, cabinets and GE High Efficiency. appliances. Each unit will have a mixture of carpeting and vinyl floor covering, ceiling fans, ranges, refrigerators, disposals, central air conditioning and window coverings. All two and three-bedroom units will contain dishwashers. The renovations to the property will include updating the leasing office, laundry facilities and other common areas as well as enhancing outdoor and playground areas. The Applicant plans to acquire and rehabilitate this property through the use of tax exempt bonds and low income housing tax credit equity. Additionally, the developer will defer a portion of the developer fees earned for use as an additional source of funds. The Applicant is requesting a bond reservation in the amount of $4,000,000 for the purpose of maintaining affordable housing in the Fayetteville area. P•2 Apr 18 03 02:07p RESOLUTION RESOLUTION AUTHORIZING THE ISSUANCE OF THE FAYETTEviT..LE PUBLIC FACH.I`I'IES DOARD (THE "ISMTEkiij MULTIRAWLY HOUSING REVENUE BONDS . (GRANDVIEW APARTMENTS PROJECT) SERIES 20033 IN AN AGGREGATE PRINCIPAL AMOUNT NOT IN kke— ;SS OIC 53,766,000 (TiW "BONDS ) TO PROWDE PERMANENT FINANCING FOR THE ACQUISi`PION, REHABILITATION AND EQUIPPING OF A MULTIFAMILY RESIDENTIAL HOUSING PROJECT Iiia FAYETTEVILLE, ARKANSAS, FOR ELIGiBLj+ LOVV AND MODERA`T'E INCOME HOUSEHOLDS (`i'Hl; "PROJECT44); SPECIFYING THAT ' THE HONDS ARE LIMITED OBLIGATIONS OF THE ISSUER PAYABLE SOLELY FROM THE TRUST ESTA'T'E AS PROVIDEI) IN THE TRUST INDENTURE; _APPROVING AND AUTHORIZING EXECUTION O_F THE TRUST INDENTURE Al1THORILING `PT -TE SALE Or TiiE BONDS ANt) A LOAN AGREEMENT RELATING THUM; NlAkMi C A TAIN FINDINGS AND DETERMINATIONS :WITH REFERENCE- TO THE BONDS; AUTHORIZING THE EXECUTION AND DELIVER_ Y OF RELATED DOCUMENTS; PROVIDING FOR REPEAL. OF ANY INCONSISTENT PRIOR RESOLUTIONS OF THE ISSUER; AND PROVIDING FOR TF E EFFECTIVE—, DA'Z'E OF THIS RESOLUTION. WHEREAS, the Fayetteville Public Facilities Board (the "Issuer') has been organized and exists under the laws of the State of Arkansas as a public facilities board; and WHEREAS, the lssuer is authorized and empowered by law, including particularly Arkansas Code Annotated Sections 14-137-101, et seq., as amended, (the "Act") and Ordinance No.2465, as amended, of the City Council of the City of Fayetteville, Arkansas (the "Ordinance"), to borrow and lend funds in order to assist one or more multi -family residential housing facilities that provide housing for low-income persons and families in Fayetteville, Washington County, Arkansas; and WHEREAS, on April 16, 2002, the Issuer approved the Project, as hereinafter defined, naming Bond Counsel and authorizing the Chairman of the Issuer and Bond Counsel to prepare documents related to the issuance of the Bonds, including the preparation and dissemination of a notice of public hearing and other matters in preparation of final approval of the issuance of the Bonds; and WHEREAS, for the purposes set forth in the Act, the Issuer desires to issue an aggregate principal amount not in excess of $3,700,000 of its Multifamily Housing Revenue Bonds (GrandviewApartments Project) Series 2003 (the "Bonds"), pursuant to a Trusi Indenture 44ted as of June 1, 2003 (the "Indenture") by and between the issuer and a trustee to be named at a later date (the "Trustee"), to make a loan to GV Affordable Housing Limited Partnership, an Arkansas limited partnership (the "Borrower") to provide financing for the acquisition, rehabilitation and equipping of the Project, and p.3 Apr 18 03 02:07p p.4 i WHEREAS, the Bonds are payable from the Trust Estate (as that term is defined in the indenture) (the "Trust Estate"), which Trust Lstate includes revenues. collected as rent for the occupancy of the multifamily housing residential apartments and named Grandview Apartments located at 401 W. 24`x' Street in the City of- Fayetteville, Washington County, Arkansas comprised of .128 units; and WI-IMAS, there have been presented to this meeting the following documents, which the Issuer proposes to enter into or ratify the entering into on its behalf to effectuate the proposed financing: I . The Indenture between the Issuer and the Trustee, setting forth the terms of the Bonds and the conditions and security of the Bonds; 2. The Bond Purchase Agreement (the "Purchase Agreement") among the Borrower, the Issuer and 6lv1AC Commercial Capital Corp., or an affiliate thereof, (the "Purchaser'-") relating to sale of the Bonds; 3. The form of a kegulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement") among the Borrower, the Issuer .and the Trustee; 4. The form of a Loan Agreement among the Issuer, the Trustee and the Borrower (the "Loan Agreement"); 5. The form of an Agreement for Interest Reduction Payments among the Borrower, the Trustee, the Issuer and HUD; and 6. The Bonds, as set forth in the Indenture. WHEREAS, it appears that each of the instruments above referred to, which are now before the Issuer, are in appropriate form and are appropriate instruments for. the purpose intended; -NOW, THEREFORE, BE IT RESOLVED BY THEFAYETTEVILLE PUBLIC FACILI`T'IES BOARD, AS FOLLOWS: Section 1. That the issuance of the Bonds for the purpose of financing of the Project is hereby approved and authorized, pursuant to and in accordance with the Indenture; provided however, the Bonds shall have maturity dates no later than December 1, 2040, and interest rates with respect to the Bonds shall not exceed the maximum rate permitted by law, as will be sei forth in the lndenturc now 'before this meeting. The Bonds shall be sold to the Purchaser at a price not less than 100% of the par amount of the Bonds. Section 2. That, in order to provide funds to finance the acquisition and construction of the Project, the issuance of the Bonds in an aggregate principal sum not in excess of $1,700,000 in substantially the form set forth in the Indenture now before this meeting, subject to appropriate insertion and revision in order to comply with provisions of the Indenture, be and the same hereby are in all respects authorized, approved and confirmed, and the form and content of N Rpr ib bi b)2: blp P.5 the Bonds set forth in the Indenture now before this meeting be and the same hereby are in all respects authorized, approved and confirmed, and the Chairman, Vice Chairman or Secretary of the Issuer be and they hereby are authorized, empowered and directed to execute, whether by manual or facsimile signatures, seal with the official or facsimile seal of the Issuer, if any is required, and deliver for and on behalf of the Issuer the Bonds io the Trustee for authentication, and the Trustee is hereby authorized and directed to authenticate the Bonds, and the provisions of the indenture with respect to the Bonds be and the same hereby are authorized, approved and. confirmed and are incorporated herein by reference. The Bonds shall be limited obligations payable solely from the Trust Estate, as that term is defined in the Indenture. Section 3. That the form and content of the Indenture be and the same hereby are in all respects authorized, approved and confirmed, and the Chair, Vice President/General Counsel and%or the President of the Issuer be and they hereby are authorized, empowered and directed to execute and deliver the Indenture for and on behalf of the Issuer to the Trustee for the security of the Bonds and the interest thereon, including necessary counterparts, in substantially the form and content now before this meeting but with such changes, modifications, additions and deletions therein as shall to them- seem necessary, desirable or appropriate (their execution thereof to constitute conclusive evience of their approval of any and all changes, modifications, additions or deletions therein from the forth and content of the Indenture now before this meeting) and that from and atter the execution and delivery of the Indenture, the Chair, Vice President/General Counsel and/or the President of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of the Indenture as executed. gection-4. gubject to the provisions of Section 1 herein, the sale of the Bonds to the Purchaser pursuant to the terms of the Purchase Agreement as provided therein is hereby authorized, approved and confirmed, and • the same hereby is in all respects approved and confirmed, and the Chairman, Vice Chairman or Secretary of the Issuer be and hereby are authorized, empowered and directed to execute and deliver the Bonds;. and the Chairman, Vice Chairman or Secretary of the Issuer be and they hereby are authorized, empowered and directed ------ - - to execute and deliver the Purchase Agreement and other documents necessary to. the _Purchaser for and on behalf of the Issuer, including necessary counterparts, in substantially the form and content now before this meeting but with such changes, modifications, additions and deletions therein as shall to them seem necessary, desirable or appropriate (execution thereof to constitute conclusive evidence of the Issuer's approval of any and all changes, modifications, additions or deletions Therein from the formand content of the Purchase. Agreement now before this meeting), and that from and after the execution of this Resolution, the Chairman, Vice Chairman or Secretary of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents as may be necessary to carry out the sale of the Bonds to the Purchaser. Section S. That the form and content of the Regulatory Agreement, the Loan Agreement and the Tax Certificate be and the same hereby_ are authorized, approved and confirmed and the Chairman, Vice Chairman or Secretary of the Issuer be and hereby are authorized; empowered and directed to execute and deliver the Regulatory Agreement, the Loan Apr 18 03 02:07p p.6 Agreement and the Tax Certificate for and on behalf of the Issuer, including necessary counterparts in substantially the form and content now before this meeting but with such changes, modifications, additions or deletions therein as shall to them seem necessary, desirable or appropriate (execution thereof to constitute conclusive evidence of the Issuer's approval of any and all changes, modifications;, additions or deletions therein from the form and content of the Regulatory Agreement, the Loan Agreement and the Tax Certificate now before this meeting) and that from and after the execution. and delivery of the Regulatory Agreement, the Loan Agreement and the Tax Certificate, Chairman, Vice Chairman or Secretary of the Issuer are hereby authorized, empowered and directed io do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of the Regulatory Agreement, the Loan Agreement and the Tax Certificate as executed. Section 6. That the Chairman, Vice Chairman or the Secretary of the Issuer be and they hereby are authorized -to execute and deliver for and on behalf of the Issuer any and all additional certificates, documents, opinions or other papers and perform all other acts (including without limitation the filing of any financing statements or any other documents to create and maintain a security interest in the 'Frust Estate pledged under the Indenture) as they may deem necessary or appropriate in order to implement and carry out the intent and purposes of this Resolution. Section 7. That the report of the public hearing regarding the issuance of the Bonds held by the representatives of the Issuer for purposes of Section 147(f) of the Internal Revenue Code of 1986,_ as amended, and the Arkansas Revenue Bond Act, is hereby ratified and confirmed: Section 8. That the provisions of this Resolution are hereby declared to be separable and, if any section, phrase or provisions shall for any reason be declared to be invalid, such riPclar?tpst shall nnt. affect the validity of the remainder of the sections,, phrases or provisions. Section y. That all prior resolutions or portions thereof of the Issuer, which are inconsistent with the contents hereof, are hereby repealed. Section 10. That this Resolution shall become eftective immediately upon its passage and approval. .] hpr ib bi b�:bgp Adopted and approved this - day of 72003. [SEAL] Attest M- Secretary VAYin-rmLLE PUBLIC FAULTIES BOARD By: Chairman P.1 Rpr 18 03 02:08p FAYETTEVILLE PUBLIC FACILITIES BOARD RESOLUTION A RESOLUTION EXPRESSIN6 T'HR INTI'ENT OV TILE FAYETTEVILLE PUBLIC FACILITIES BOARD (THE "ISSUER") TO MAKE REIMBURSEMENT FOR PRELIMINARY COSTS AND TO AUTHORIZE THE PREPARATION OF CERTAIN DOCUMENTATION FOR THE SUBSEQUENT APPROVAL. OP THE ISSUER RELAT EI) TO THE ISSUANCE OF THE ISSUER'S MULTIFAMILY HOUSING REVENUE BONDS (GRANDVWW APARTMENTS PROJECT), SERIES 2002 (THE "BONDS") FUIZ T fiR PURPOSE OP FINANCING THE ACQUISITION, REHABILITATION AND EQUIPPING OF A MULTIFAMILY HOUSING FACILITY LOCATED IN THE CITY OF FAYETTEVILLE, ARKANSAS; SPECIFYING THAT THE BONDS SHALL 19E LIMITED OBLIGATIONS OF THE ISSUER PAYABLE SOLELY FROM THE TRUST ESTATE TO BE PROVIDED IN A TRUST INDENTURE; AUTHORIZING PREPARATION FOR THE MARKETING OF THE BONDS; DESIGNA`T'ING THE BOND COUNSEL. AND ISSUER COUNSEL FOR THE ISSUANCE OF THE BONDS; PROVIDING FOR THE EFFECTIVE DATE OF THIS RESOLUTION; AND FOR OCHER PURPOSES. p.8 WHEREAS, the Fayettevilie Public hacilities Board (the "Issuer") has been organized by Ordinance No. 2465, as amended, (the "Ordinance") of the iity of Fayetteville, Arkansas (the "City" ), and exists under the laws of the State of Arkansas, including particularly Arkansas Code Annotated Sections 14-137-101 et seq. (Rept. 1998 & Supp. 2001), as amended, (the "Act"), as a public. facilities board; and WHEREAS, the issuer is authorized by the Act and the ordinance io issue its bonds to provide financing for multifamily housing projects for moderate income persons and families within the City as may be provided under the provisions of financing documents as authorized under the provisions of the Act; and WHEREAS, the Issuer has determined that the Borrower, hereinafter named, is required to make certain expenditures for acquisition, design and site preparation related to the Project, as hereinafter defined, and in order to do so, the Borrower must incur certain costs prior to the issuance of the Bonds, as hereinafter defined, by the Issuer; and WHEREAS, the Issuer has determined that the economic interests and public purposes of the Issuer are served by adopting a resolution expressing the intent of the Issuer to reimburse the Borrower, as hereinafter defined, for preliminary costs incurred prior to the issuance of the Bonds; for the purpose of providing funds to acquire, rehabilitate and equip a multifamily housing facility for lrtoderate income persons and families within the City (the "Project")i to be owned and operated by an Arkansas limited partnership to be formed by Preservation Partners of Fayetteville, Inc. .(the "Borrower"), to pay the costs of issuance of such Bonds and for purposes related thereto, inc.ludi_ng compliance with the terms of Section 1.150-2 of the Regulations of the IU -34654.01 Apr 18 03 02:08p p.9 U.S. Department of Treasury promulgated pursuant to the provisions of the Internal Revenue Code of 19$6, as amended, for the purpose of the Borrower receiving reimbursement from Bond proceeds for preliminary costs incurred prior to the issuance of the Bonds and related to the financing, acquisition, rehabilitation and equipping of the Project; and WHEREAS, the Bonds shall not constitute debt or liability or a moral obligation of the State, the City, the issuer or any political subdivision of the State or the City, or a pledge of the faith and credit or taxing power of the State, the City, the Issuer or any political subdivision of the State or the City, but shall be a special obligation payable solely from the revenues pledged under the provisions of the Bond documents and other amounts payable iliereunder by the Borrower; and WHEREAS, the Issuer herein expresses the intent of the Issuer to reimburse preliminary costs related to the Project pursuant to Section 1.150-2 of the Regulations of the U.S. Department of Treasury promulgated pursuant to the provisions of the Internal Revenue Code of 1986, as amended; and to consider the issuance of the Bonds subject to the final approval of the Issuer and authorizes the Bond Counsel , hereinafter designated in Section 5 hereof; with the advice and assistirice of the Chairman iffid Sedietafy of the 199iia, to takd editaiii actions to prepare for the approval of the issuance of the Bonds. NOW, THI?-ff6RE, BE IT RESOLVED BY TI4E FAYETT WILLS PUBLIC FACILITIES BOARD THAT: Section 1. Authorization To Prepare Documents Related to the Issuance of the Bonds. . The Bond Counsel, as hereinafter defined, with the advice and assistance of the Chairman of the Issuer, may prepare documents relating to the is of the Bonds, provided however, the Issuer shall first adopt an authorizing resolution before any such documents are binding upon the Issuer. After preparation of such documents, the Chairman shall present such documents to the Issuer for approval. The Chairman of the Issuer is hereby authorized to take such other actions as may be required to prepare for the final approval of the sale of the Bonds at a subsequent meeting of the Issuer. The adoption of this Resolution is intended as official action evidencing the Issuer's intent to issue the Bonds and to authorize the use of Bond proceeds to reimburse the Borrower for preliminary costs incurred with respect to the Project in compliance with the provisions of Section 1.150-2 of the Regulations of the U.S. Department of Treasury promulgated pursuant to the provisions of the Internal Revenue Code of 19136, as amended. Section 2. Authorization of an Offering Document. The preparation and use of a an offering document, if applicable, to market the Bonds is hereby in all respects authorized, approved and confirmed, and the Chairman of the Issuer is hereby empowered to authorize the dissemination of a an offering document in the name and on behalf of the Issuer in such form as shall be deemed necessary to market the Bonds. Section 3. Bonds Shall be Limited Obligations. The Bonds shall be limited obligations of the Issuer payable from amounts to be received from the Borrower pursuant to the terms of a financing agreement and from other funds pledged to the payment of the Bonds pursuant to the terms of a trust indenture. The financing agreements) and the trust indenture to be utilized in 10-34654.01 2 -- - -- -- -- -- -- -- -- hpr ib bi o2:09p conjunction with the issuance of the Bonds shall be presented for the approval of the Issuer at such time as the issuance of the Bonds is finally approved. Section 4. Authority To Prepare and Deliver Additional Documents. The Chairman may in his sole discretion direct the Bond Counsel to prepare additional documents as he may deem necessary or appropriate for preparation for the issuance of the Bonds, and may present any such documents for the approval and execution of -the issuer. Section g: Designation of Bond Counsel and Issuer Counsel. The firm of Kuiak Rock LLP is hereby designated as bond counsel to the Issuer (the "Bond Counsel") in connection with the issuance of the Bonds and the preparation of the documents to be entered into among the Issuer, the Borrower, the Trustee, if, any, and the Underwriter hereinafter named. fames N. McCord, Esq., is hereby designated as counsel to the Issuer in connection with the'issuance of the Bonds. Section 6. Notice of Public gearing. the issuer authorizes, upon the advice and assistance of the Bond Counsel, the preparation and publication of a notice of public hearing regarding the issuance of the Bonds to be conducted by the Mayor or his designee in compliance with the provisions of Section 147(f) of the lnternal Revenue Code of 1986, as amended, and the Arkansas Revenue Bond Act, Act Number 852. of the 1987 Acts of the Arkansas General Assembly. . Section 8. b'everability. if any provision of this Resolution shall be held or deemed to be or shall, in fact, be illegal; inoperative or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatever. Section 9. Repeal of Resolutions in Conflict. All resolutions and parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. 10-74654.01 Apr i b dlffll'.�- o2: i0p Section 10. Effective*. Date. Thi's Resolution shall be in f'ull force and effective immediately upon its passage and approval. Passed and approved this y of April, 2002. -PAYETTEViLLE K43-Liff FAC'I'LITIES BOARD By: ,�� Chaifthah . *B zecretary (8 E A L) 10-34654.01 4