HomeMy WebLinkAbout2011 CC RESO 2011-72 CDCRESOLUTION NO. 2011 — 72
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF NATIONAL CITY ("CDC") AUTHORIZING THE SALE OF
GNMA CERTIFICATES SECURING THE CDC'S MULTIFAMILY HOUSING
REVENUE BONDS (GNMA COLLATERALIZED — PARK VILLAS APARTMENTS)
1997 SERIES A AND SERIES A-T, AND THE USE OF THE PROCEEDS FROM
THE SALE THEREOF TO REDEEM ALL BONDS AND TO PAY TRANSACTION
COSTS RELATED THERETO; AND DELEGATING TO THE EXECUTIVE
DIRECTOR THE POWER TO TAKE ALL SUCH ACTIONS AS ARE
NECESSARY OR APPROPRIATE TO ACCOMPLISH THE FOREGOING
WHEREAS, the Community Development Commission of the City of National
City (the "CDC") has previously issued its $12,000,000 Multifamily Housing Revenue Bonds
(GNMA Collateralized — Park Villas Apartments) 1997 Series A and $1,000,000 Multifamily
Housing Revenue Bonds (GNMA Collateralized — Park Villas Apartments) Taxable 1997 Series
A-T pursuant to an Indenture of Trust dated as of June 1, 1997 (the "Indenture") between the
CDC and First Trust of California, as trustee (the "Trustee"); and
WHEREAS, the Bonds are secured by, among other things, a fully modified
pass -through mortgage -backed certificate guaranteed by the Government National Mortgage
Association (the "Certificate"); and
WHEREAS, as a result of the current condition of the financial markets, the
secondary market value of the Certificate is well in excess of the amount needed to redeem the
Bonds in full under the Indenture; and
WHEREAS, in order to maximize the economic benefits arising from the current
trading price of the Certificate, the CDC desires (a) to sell the Certificate for an amount sufficient
to redeem all Bonds on or about April 4, 2011, in accordance with the terms of the Indenture,
and (b) to use a portion of the excess proceeds from the sale of the Certificate to pay
transaction costs arising from the transaction.
NOW, THEREFORE, BE IT RESOLVED by the Community Development
Commission of the City of National City, as follows:
Section 1. Subject to and conditioned upon the satisfaction of the conditions listed in
Section 4, the CDC hereby approves the sale of the Certificate, the redemption of the Bonds on
or about April 4, 2011, and the payment of transaction costs related thereto.
Section 2. The Executive Director of the CDC is hereby authorized to do all such
acts and things necessary to accomplish the sale of the Certificate, the redemption of the
Bonds, and the payment of transaction costs associated with the transaction.
Section 3. Estrada Hinojosa and Southwest Securities are hereby appointed as joint
structuring agents in connection with the sale of the Certificate; Jones Hall is hereby appointed
as bond counsel; and Urban Futures, Inc., is hereby appointed as financial advisor in
connection with the transaction.
Section 4. The approvals and authorizations granted in this Resolution are subject
to the condition that the CDC receive such legal opinions, certifications, and other documents
and proceedings as are necessary or advisable, in the sole opinion of the Issuer's legal counsel,
Resolution No. 2011 — 72
Page 2
to evidence compliance by participants in the transactions contemplated by this Resolution with
the CDC's policies and procedures and applicable federal and state laws.
Section 5. Neither the CDC nor any director, officer, official employee, or agent of
the CDC is subject to any personal liability or accountability by reason of the transaction
described herein.
Section 6. In the event of the inability or unavailability of any official of the CDC to
perform any duty assigned to such official by the terms of this Resolution, any officer or
employee of the CDC authorized to act for such official is hereby authorized and directed to so.
Section 7. All acts and doings of the officers of the CDC which are in conformity with
the purposes and intent of this Resolution are in all respects approved, ratified, and confirmed.
Section 8. The provisions of this Resolution are hereby declared to be separable,
and if any action, phrase, or provision is for any reason declared to be invalid, such declaration
does not affect the validity of the remainder of the sections, phrases, and provisions.
Section 9. This resolution shall take effect immediately upon its passage.
PASSED and ADOPTED this 29th day of Marc 011.
Ron Morrison, Chairman
AT
Brad Raulston, Secretary
M OVED AS TO FORM:
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Clari: G. ilv
CDC General
Passed and adopted by the Community Development Commission of the City of
National City, California, on March 29, 2011, by the following vote, to -wit:
Ayes: Commissioners Morrison, Natividad, Rios, Sotelo-Solis, Zarate.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Chairman, Community Development Commission
Secretary, Co
velopment Commission
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2011-72 of the Community Development Commission of the City of
National City, California, passed and adopted on March 29, 2011.
Secretary, Community Development Commission
By:
Deputy