HomeMy WebLinkAboutresolution.council.107-99 RESOLUTION NO. 107 (SERIES OF 1999)
A RESOLUTION AppROVING THE ORGANIZATION OF A
NONPROFIT CORPORATION KNOWN AS BURLINGAME HOUSING,
INC.; APPROVING THE ISSUANCE BY SUCH CORPORATION OF ITS
MULTIFAMILY HOUSING MORTGAGE REVENUE BONDS, SENIOR
SERIES 1999A, SUBORDINATE SERIES 1999B AND SUBORDINATE
SERIES 1999C IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO
EXCEED $15,000,000; AGREEING TO ACCEPT TITLE TO THE
BURLINGAME HOUSING PROJECT UPON THE REPAYMENT OF
SUCH BONDS; APPOINTING CERTAIN DIRECTORS OF SUCH
CORPORATION; PROVIDING AND APPROVING A MECHANISM FOR
THE CITY TO CONSIDER FUNDING EXCESS OPERATING
EXPENDITURES FOR SUCH HOUSING PROJECT; PROVIDING AND
APPROVING A MECHANISM FOR THE CITY TO CONSIDER
REPLENISHING THE DEBT SERVICE RESERVE FUND
ESTABLISHED TO SECURE SUCH BONDS; RATIFYING AND
APPROVING THE BURLINGAME HOUSING PROJECT
DEVELOPMENT AND OPERATING AGREEMENT AND RATIFYING
ACTION PREVIOUSLY TAKEN AND APPERTAINING THERETO.
WHEREAS, the City of Aspen (the "City"), in the County of Pitkin and State of
Colorado, is a legally and regularly created, established, organized and existing home rule City
and municipal corporation under the provisions of Article XX of the Constitution of the State of
Colorado and the home rule charter of the City (the "Charter"); and
WHEREAS, under the Charter, the City possesses all powers which are necessary,
requisite or proper for the government and administration of its local and municipal matters, all
powers which are granted to home nile municipalities by the Colorado Constitution, and all
rights and powers that now or hereafter may be granted to municipalities by the laws of the State
of Colorado; and
WHEREAS, the City and the Music Associates of Aspen, Inc., a Colorado nonprofit
corporation (the "Music Associates"), have entered into the Burlingame Housing Project
Development and Management Agreement (the "Operating Agreement"), with Burlingame
Housing, Inc., a Colorado nonprofit corporation (the "COrporation"), for the development and
operation of one hundred dwelling units, together with accessory support uses including a
laundry facility, property manager's office and apartment and general storage (collectively, the
"Project"), located within the City; and
WHEREAS, the Corporation is authorized to borrow money and issue bonds and other
obligations, and to secure such obligations by mortgage or pledge of all or any part of its
property interests and income; and
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WHEREAS, to provide the funds needed to finance the costs of the Project, the
Corporation will issue and amount not to exceed $10,000,000 aggregate principal amount of its
Multifamily Housing Project Revenue Bonds, Senior Series 1999A (the ~'Series 1999A Bonds"),
and, on a basis subordinate thereto, an amount not to exceed $3,000,000 aggregate principal
amount of its Multifamily Housing Project Revenue Bonds, Subordinate Series 1999B (the
"Series 1999B Bonds") and an amount not to exceed $2,000,000 aggregate principal amount of
ks Multifamily Housing Project Revenue Bonds, Subordinate Series 1999C (the "Series 1999C
Bonds"); and
WHEREAS, the Series 1999A Bonds, the Series 1999B Bonds and the Series 1999C
Bonds (collectively, the "Series 1999 Bonds") will be issued pursuant to the terms and provisions
of a Mortgage and Indenture of Trust, dated as of December 1, 1999 (the "Indenture"), between
the Corporation and Norwest Bank Colorado, National Association. as trustee (the "Trustee");
and
WHEREAS, 92 of the 100 units in the Project will be leased to the Music Associates,
during the months of June, July and August of each year pursuant to the terms and provisions of
a Master Lease Agreement, between the Corporation and the Music Associates; and
WHEREAS, the Project will be leased to "qualified employees" (as defined by the
Aspen/Pitkin County Housing Authority) for the remainder of each year; and
WHEREAS, the Series 1999B Bonds will be initially purchased by the City and the
Series 1999C Bonds will be initially purchased by the Music Associates; and
WHEREAS, the interest on the Series 1999A Bonds is intended to be exempt from the
gross income of the registered owners thereof for federal income tax purposes pursuant to the
Internal Revenue Code of 1986, as amended Ithe "Code"); and
WHEREAS, in order for the interest on the Series 1999A Bonds to be exempt from the
gross income of the registered owners thereof for federal income tax purposes, the Corporation
and the Series 1999 Bonds must meet certmn conditions set for in the Code and the regulations
and rulings promulgated thereunder; and
WHEREAS, the Articles of Incorporation for the Corporation provide that four of the five
directors of the Corporation are to be appointed by the City Council of the City; and
WHEREAS, the Code and the regulations and the rulings promulgated thereunder require
that the City approve the formation of the Corporation and the issuance of the Series 1999 Bonds
thereby and agree to accept title to the Project, including any additions to the Project, upon the
retirement of the Series 1999 Bonds; and
WHEREAS, there is presently a shortage of employee housing within the City and the
City Council believes that it is in the best interest of the City to suppor~ the development and
operation of employee housing within the City; and
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WHEREAS, the Series 1999A Bonds are secured by certain moneys contained in a Debt
Service Reserve Fund established pursuant to the Indenture; and
WHEREAS, in order to assure the continued use of the Project as employee housing, the
City may desire to appropriate moneys to replenish draws upon the Debt Service Reserve Fund;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF ASPEN, COLORADO:
Section 1. Definitions. The terms not defined in this Resolution shall have the
meanings set forth in the Indenture.
Section 2. Ratification. All action heretofore taken (not inconsistent with the
provisions of this Resolution) by the Council and officers of the City relating to the organization
of the Corporation and the development and operation of the Project is hereby ratified, approved
and confirmed.
Section 3. Approval of the Organization of the Corporation. The organization of
the Corporation is hereby approved.
Section 4. Approval of the Issuance of the Series 1999 Bonds. The issuance of
the Series 1999 Bonds by the Corporation for the financing of the Project is hereby approved.
Section 5. Ratification and Approval of the Operating Agreement. The
Operating Agreement is hereby ratified and approved.
Section 6. Agreement to Accept Title to the Project. The City hereby agrees to
accept tire to the Project upon the repayment of the Series 1999 Bonds.
Section 7. Appointment of Directors of the Corporation. The City Council of the
City hereby appoints the following City Council members as Directors of the Corporation:
Anthony Hershey, Jim Markalunas, Tom McCabe and William Terry Paulson,
Section 8. Agreement to Consider Funding Operating Expenditures for the
Project. The City Council of the City hereby instructs the Finance Director (or any other City
officer at any time charged with the responsibility of budget proposals for the City) to request an
appropriation of moneys of the City in the amount, if any, requested by the Corporation to fund
excess operating expenditures for the Project, pursuant to the Operating Agreement. The
decision to appropriate any such moneys will, however, be in the sole discretion of the City
Council.
Section 9. Agreement to Consider Replenishment of Debt Service Reserve Fund
for the Series 1999A Bonds The City Council of the City hereby instructs the Finance Director
(or any other City officer at any time charged with the responsibility of budget proposals for the
City) to prepare an ordinance which will appropriate, for the current fiscal year only, an amount
equal to the Debt Service Reserve Fund Requirement as set forth in the Indenture from the City's
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General Fund for the purpose of providing funds to replenish any drawings on the Debt Service
Reserve Fund. (the "Reserve Fund") established pursuant to the Indenture. The decision to adopt
any such ordinance will, however, be in the sole discretion of the City Council. Thereafter, any
future appropriations, if any, shall be pursuant to the terms of the Operating Agreement.
Section 10. Severability Clause If any section, paragraph, clause or provision of
this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or
unenforceability of such section, paragraph, clause or provision shall not affect any of the
remaining provisions of this Resolution.
Section 11. Repealer Clause. All bylaws, orders or resolutions, or parts thereof,
inconsistent herewith are hereby repealed to the extent only of such inconsistency, This repealer
shall not be construed to revive any bylaw, order or resolution, or pan thereof, heretofore
repealed.
Section 12. Recordation. A true copy of this Resolution, as adopted by the
governing body of the City, shall be numbered and recorded.
Section 13. Further Action. The officers of the City are authorized and dirbcted to
take all action necessary or appropriate to effectuate the provisions of this Resolution.
Section 14. Captions. The captions or headings in this Resolution are for
convemence only and in no way define, limit or describe the scope or intent of any provisions or
sections of this Resolution.
Section 15. Applicable Provisions of Law. This Resolution shall be governed by
and construed in accordance with the laws of the State of Colorado.
FINALLY ADOPTED AND APPROVED at its regular meeting on November 22, 1999
by the Council.
[SEAL]. ~ _ ..- By Mayo~r ~//~ ~'~ ~
Attest:
By
City Cl~rk /
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