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RES-2021-044RESOLUTION NO. RES -2021- 0 4 4 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM APPROVING A PRELIMINARY AWARD LETTER REGARDING THE 39 COMMONS II AFFORDABLE HOUSING PROJECT BETWEEN THE ANAHEIM HOUSING AUTHORITY AND GREENLAW 39 COMMONS BEACH, LLC; AUTHORIZING THE ACTING DIRECTOR OF COMMUNITY AND ECONOMIC DEVELOPMENT TO EXECUTE AND IMPLEMENT THE PRELIMINARY AWARD LETTER AND OTHER IMPLEMENTING AGREEMENTS AND INSTRUMENTS ON BEHALF OF THE CITY IN CONNECTION THEREWITH, AS AND WHEN APPLICABLE, INCLUDING THE ISSUANCE OF WARRANTS; AND MAKING CERTAIN OTHER FINDINGS IN CONNECTION THEREWITH WHEREAS, the City of Anaheim ("City") is a California municipal corporation and charter city; and WHEREAS, the Anaheim Housing Authority ("Authority") is a California housing authority duly organized and existing under the California Housing Authorities Law, Part 2 of Division 24, Section 34200, et seq., of the Health and Safety Code ("HAL"), and has been authorized to transact business and exercise the power of a California housing authority pursuant to action of the City Council ("City Council") of the City of Anaheim; and WHEREAS, the Authority maintains a Low and Moderate Income Housing Asset Fund ("Housing Asset Fund") pursuant to Health and Safety Code ("HSC") Sections 34176 and 34176.1, which fields are available to the Authority to assist in the development and operation of rental housing in the City that is affordable to persons and families of low, very low and extremely low income; and WHEREAS, Greenlaw 39 Commons Beach, LLC, a California limited liability company, ("Developer") has proposed to the Authority that Developer and its assignee, 39 Commons Beach Affordable, LP, a California limited partnership ("LP Developer"), of which Affordable Housing Access, a California non-profit public benefit corporation, or its wholly owned subsidiary or affiliate ("Non -Profit"), is the managing general partner and 39 Commons Beach Affordable Housing, LLC, a California limited liability company, is a partner, negotiate and thereafter enter into a comprehensive affordable housing agreement ("AHA") concerning the development and operation of an affordable rental housing project consisting of one hundred (100) multi -family housing units with an ancillary parking structure and onsite amenities (together, "Project") to be located on an approximately 1.796 -acre site of Authority -owned land located at 212 South Beach Boulevard, Anaheim, California 92805 ("Site"); and WHEREAS, Authority and Developer have negotiated the terms of that certain Preliminary Award Letter ("Award Letter") under which the Authority commits to make an Authority Loan in an original principal amount of not less than $7,500,000 ("Authority Loan") and to enter into a "Ground Lease" of the Site subject to the Award Letter Condition Precedent by which the Developer (or its assignee LP Developer) shall make certain applications to (1) the California Tax Credit Allocation Committee ("TCAC") for a reservation of 4% Tax Credits; (2) the California Debt Limit Allocation Committee ("CDLAC") for an award and allocation for the Authority to issue multi -family housing revenue bonds, and (3) to State HCD for funding under the Infill Infrastructure 4836-9406-1799v2/022620-0091 Grant program ("11G"), and (4) to the Strategic Growth Council ("SGC") and the State of California, Housing and Community Development Department ("State HCD") for funding under the Affordable Housing and Sustainable Communities Program ("AHSC") as more fully described and with capitalized terms defined in the Award Letter; and WHEREAS, Developer (and its assignee LP Developer) are experienced in the construction, development, operation and management of high quality housing in Southern California; and WHEREAS, it is contemplated under the Award Letter, and thereby the implementing AHA, as hereafter negotiated and proposed, that Developer (and its assignee LP Developer) will ground lease the Site from the Authority and develop and operate on the Site the Project to be maintained and managed in accordance with the AHA, including a regulatory agreement, promissory note, deed of trust, a "Ground Lease" with respect to the Site, and other instruments to be approved by Authority and Developer (and its assignee LP Developer) with respect to the Project, throughout a 55-60 year Affordability Period; and WHEREAS, the Project is vital to and in the best interest of the City and the health, safety and welfare of its residents, and is in accordance with the public purposes of applicable state and local laws and requirements; and WHEREAS, the Authority has prepared such notices, plans and reports as may be required in connection with consideration of this matter, and has made available for public inspection all such matters prior to the public consideration of this matter; and WHEREAS, the Authority and the City Council held a joint public hearing to consider the transaction contemplated by the Award Letter in accordance with the Housing Authorities Law, the California Community Redevelopment Law, Health and Safety Code Section 33000, et seq., including HSC Section 33433, and Division 24, Part 1.85 of the HSC, Section 34170, et seq. ("Dissolution Law"); and WHEREAS, by separate resolution of the City Council, the Acting Director of Community and Economic Development ("Acting Director") is authorized, on behalf of the City, to make a joint application for the AHSC Funding and the 11G Funding and if such funding is awarded to enter into implementing agreements and instruments therefor; and WHEREAS, the City Council has duly considered all terms and conditions of the proposed Award Letter and believes that the Project is in the best interests of the City of Anaheim and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANAHEIM: Section 1. The City Council finds and determines that the foregoing recitals are true and correct and are a substantive part of this Resolution. Section 2. The City Council hereby finds and determines, based on all documentation, testimony and other evidence in the record before it, that (a) the ground lease and development of the Site will assist in the elimination of blight by allowing a parcel of land, i.e., the Site, constrained with 2 4836-9406-1799v2/022620-0091 infrastructure deficiencies to be developed with the 100 -unit affordable multi -family rental Project and (b) the consideration being paid to the Authority is not less than the fair reuse value at the use and with the covenants and conditions and development costs to be set forth in the Award Letter and the AHA, Ground Lease, and other implementing instruments. Section 3. The City Council acknowledges that the City (and Authority) will cooperate with the Developer (and its assignee LP Developer) in applications to TCAC for the Tax Credits, to CDLAC for an allocation of Bonds, to SGC and State HCD for AHSC Funding, and to State HCD for IIG Funding. Section 4. The City Council hereby approves the Award Letter between the Authority and Developer, with such changes as may be mutually agreed upon by the Acting Director (or her or his designee), the City Attorney, and Developer, respectively, as are minor and in substantial conformance with the form of the Award Letter submitted herewith. Section 5. The City Council determines that the previously -certified Environmental Impact Report ("EIR") No. 350, prepared for the Beach Boulevard Specific Plan ("BBSP"), adequately analyzed the proposed Project pursuant to California Environmental Quality Act (CEQA) and the CEQA Guidelines Section 15162. In 2018, the City Council certified EIR No. 350 in conjunction with its approval of the BBSP. The proposed Project would implement the BBSP MU -H Development Area development standards. Section 15162 of the CEQA Guidelines generally states that when a lead agency certifies an EIR for a project, the lead agency shall not require the preparation of a subsequent EIR unless the lead agency determines that the proposed project will result in new significant environmental effects or a substantial increase in the severity of previously identified significant effects. The City caused to be prepared an Initial Study Checklist that confirms that EIR No. 350 adequately analyzed the Project and that no further environmental review, action or findings under CEQA are required. Section 6. This Resolution shall be effective upon adoption. Section 7. The City Clerk shall certify to the adoption of this Resolution. 3 4836-9406-1799v2/022620-0091 THE FOREGOING RESOLUTION IS PASSED, APPROVED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF ANAHEIM THIS 18th DAY OF MAY, 2021 BY THE FOLLOWING ROLL CALL VOTE: AYES: Mayor Sidhu and Council Members Faessel, Diaz, Brandman, Moreno, Valencia, and O'Neil NOES: None ABSTAIN: None ABSENT: None CI1 Lo i Clerk 4 4836-9406-1799v2/022620-0091 CLERK'S CERTIFICATE STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, THERESA BASS, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original Resolution No. 2021-044 adopted at a regular meeting provided by law, of the Anaheim City Council held on the 18th day of May. 2021 by the following vote of the members thereof: AYES: Mayor Sidhu and Council Members Faessel, Diaz, Brandman, Moreno, Valencia, and O'Neil NOES: None ABSTAIN: None ABSENT: None IN WITNESS WHEREOF, I have hereunto set my hand this 19th day of May. 2021. qEITYCLERK OF THE CITY OF ANAHEIM (SEAL)