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AHA-2024-004RESOLUTION NO. AHA-2024-004 A RESOLUTION OF THE GOVERNING BOARD OF THE ANAHEIM HOUSING AUTHORITY APPROVING A PRELIMINARY AWARD LETTER, GROUND LEASE OPTION AGREEMENT, AND COOPERATION AGREEMENT, IN SUBSTANTIAL FORM, REGARDING THE AFFORDABLE RENTAL HOUSING PROJECT BETWEEN THE ANAHEIM HOUSING AUTHORITY AND LINCOLN BEACH LP; APPROVING THE GRANT OF AN OPTION TO GROUND LEASE THE IG PARCEL TO LINCOLN BEACH LP PURSUANT TO HEALTH AND SAFETY CODE SECTIONS 33433 AND 34312.3; AUTHORIZING THE EXECUTIVE DIRECTOR, OR HER DESIGNEE, TO NEGOTIATE THE TERMS OF AND FINALIZE AN AFFORDABLE HOUSING AGREEMENT AND GROUND LEASE OF THE IG PARCEL FOR THE IG PROJECT; AUTHORIZING THE EXECUTIVE DIRECTOR TO IMPLEMENT SUCH AGREEMENTS AND THE IMPLEMENTING AFFORDABLE HOUSING AGREEMENT AND GROUND LEASE; 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 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 ("LMIHAF") pursuant to Health and Safety Code ("HSC") Sections 34176 and 34176.1, which funds 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, the City is a participating jurisdiction with the United States Department of Housing and Urban Development ("HUD") that has received funds ("HOME Funds") from HUD pursuant to Title II of the Cranston Gonzalez National Affordable Housing Act (42 U.S.C. 12701- 12839) and the HOME Investment Partnerships Program regulations codified at 24 CFR Part 92, as amended by the "2013 HOME Final Rule" at 24 CFR Part 92 (Complete Rule) together, "HOME Program"); and WHEREAS, the HOME Program has, among its purposes, the strengthening of public -private partnerships to provide more affordable housing, and particularly to provide decent, safe, sanitary, and affordable housing, with primary attention to housing for very low-income and lower income households in accordance with the HOME Program; and WHEREAS, the HOME Program funds are used by the Authority, as a participating jurisdiction, to carry out multi -year housing strategies through acquisition, rehabilitation, and new construction of housing for target income persons and families; and WHEREAS, further, City is a recipient of funds appropriated under section 3205 of the American Rescue Plan Act of 2021 (P.L. 117-2) under the HOME Program to provide homelessness assistance and supportive services ("HOME ARP"); and WHEREAS, further, the City is a recipient of funds from State HCD sourced from the Permanent Local Housing Allocation Program ("PLHA") for housing -related projects and programs that assist in addressing the unmet housing needs of their local communities; and WHEREAS, further the City is a recipient of funds from the Homeless Housing Assistance and Prevention Grant Program ("HHAP-TAY") administered by the California Department of Business, Consumer Services and Housing Agency, and the Board of the California Interagency Council on Homelessness ("Cal ICH") that provide local jurisdictions flexible funding in continued efforts to end and prevent homelessness in their communities, to support regional coordination and expand or develop local capacity to address immediate homelessness challenges, and to build on regional collaboration to develop a unified regional response to homelessness; and WHEREAS, together the HOME Program, HOME ARP, PLHA, and HHAP-TAY funds are referred to as the "Eligible City Transfer Funds" in the Cooperation Agreement described herein; and WHEREAS, the Authority is the fee owner of an approximate 0.65-acre parcel located within a portion of Assessor Parcel No. 126-602-31 at 130 S. Beach Boulevard near the Southeast Corner of Beach Boulevard and Lincoln Avenue, Anaheim, California ("IG Parcel"); and WHEREAS, Lincoln Beach LP, a California limited partnership ("Developer"), requests that the Authority issue to the Developer a certain Preliminary Award Letter dated as of June 11, 2024 ("Award Letter") to set forth the basic terms to fulfill the requirements for the Authority to provide to Developer the commitment of certain "Authority Assistance"; and WHEREAS, capitalized terms in this Resolution are as defined in the Award Letter or as otherwise defined herein; and WHEREAS, Developer is experienced in the construction, development, operation and management of high quality housing that is affordable to Senior Citizens and transition -aged youth ("TAYs") households of low, very low and extremely low income in Southern California, including without limitation dwelling units developed utilizing monies sourced from government programs as described herein; and WHEREAS, the Authority Assistance will be provided to Developer to plan, construct, and operate a new 47-unit intergenerational affordable rental housing development for Senior Citizens and TAY tenant households ("IG Project"); and WHEREAS, the Authority Assistance includes: (a) the "Authority Loan" of funds to be sourced from Eligible City Transfer Funds, or LMIHAF, or other governmental funding programs (as defined and described in the Award Letter), and (b) forty-six (46) Section 8 project -based vouchers ("PBVs), with both (a) and (b) to evidence part of an "enforceable financing commitment" by the Authority to Developer, and (c) for the Authority to provide to Developer "site control" by that certain Ground Lease Option Agreement ("Option") for the IG Parcel, which is attached to the Award Letter; and WHEREAS, the Award Letter and Option are required by the California Tax Credit Allocation Committee ("TCAC") and its Tax Credit Rules, in particular California Code of 2 Regulations, Title 4, Division 17, Chapter 1, Section 10325 in connection with Developer's application to TCAC the Tax Credit Rules require Developer to have "site control" and an "enforceable financial commitment" to make application to TCAC to receive a reservation of 9% Tax Credits and, if awarded, to undertake the IG Project; and WHEREAS, as part of the proposed financing of, ground lease, and development of the IG Project, Developer has requested the Authority to issue the Authority Loan; and WHEREAS, under the Award Letter, the Authority is vested with the discretion to fund the Authority Loan in part from any of the funding sources as referenced above; and WHEREAS, in order to eliminate deterioration and to revitalize the IG Parcel pursuant to the terms of the Award Letter and Option, subject to the Award Letter Condition Precedent, Authority and Developer will negotiate the terms of a comprehensive transactional Affordable Housing Agreement and Ground Lease of the IG Parcel; and WHEREAS, the City and Authority desire to approve and enter into that certain Cooperation Agreement pursuant to which the City agrees to contribute and transfer to Authority Eligible City Transfer Funds for development and operation of the IG Project; and WHEREAS, the Authority desires to approve the Cooperation Agreement, Award Letter, and Option to provide Developer the enforceable financial commitment and site control as required by the Tax Credit Rules; and WHEREAS, subject to satisfaction of the Award Letter Condition Precedent, Developer shall enter into a long-term Ground Lease with the Authority and develop, operate, maintain and manage the IG Project on the IG Parcel in accordance with the Award Letter, Affordable Housing Agreement, Ground Lease, and other instruments for the 55-year Affordability Period; and WHEREAS, the Authority has prepared such documents, reports and plans as may be required prior to 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 City Council held a joint public hearing to consider the transaction contemplated by the Award Letter, Option, and later Affordable Housing Agreement and Ground Lease in accordance with the HSC Section 33000, et seq. ("CRL"), in particular CRL HSC Section 33433, HAL HSC Section 34312.3, and Division 24, Part 1.85 of the HSC, Section 34170, et seq. ("Dissolution Law"); and WHEREAS, the Authority has duly considered all terms and conditions of the proposed Cooperation Agreement, Award Letter, and Option, including all attachments thereto, and believes that the IG 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 GOVERNING BOARD OF THE ANAHEIM HOUSING AUTHORITY: Section 1. The Authority Board finds and determines that the foregoing recitals are true and correct and are a substantive part of this Resolution. Section 2. The Authority Board hereby finds and determines, after conducting the joint public hearing and due consideration of all documentation, testimony and other evidence in the record before it and pursuant to HSC Sections 33433 and 34312.3, that (a) the Cooperation Agreement, Award Letter, Option, and implementing Affordable Housing Agreement, and Ground Lease for disposition and ground lease of the IG Parcel and development of the IG Project will assist in the elimination of blight by allowing land constrained access and infrastructure deficiencies to be developed with the new IG Project, a 47-unit intergenerational affordable rental housing project, and (b) the consideration being paid to the Authority for the Option and Ground Lease is not less than the fair market value at the use and with the covenants and conditions and development costs to be set forth in the implementing Affordable Housing Agreement. Section 3. The Authority hereby approves the Cooperation Agreement between the City and Authority, and the Award Letter and Option between the Authority and Developer, with such changes as may be mutually agreed upon by the Authority Executive Director or her duly authorized representative ("Executive Director"), the City Attorney (or special counsel), and Developer, respectively, as are minor and in substantial conformance with the form of the Cooperation Agreement, Award Letter, and Option. The Executive Director and the Secretary/City Clerk are hereby authorized to execute and attest the Cooperation Agreement, Award Letter, and Option subject to compliance with the conditions therein, and thereafter the implementing Affordable Housing Agreement, Ground Lease, and other implementing documents on behalf of the Authority. In such regard, the Executive Director (or her duly authorized representative) is authorized (a) to sign the final versions of the Cooperation Agreement, Award Letter, and Option after completion of any such non -substantive, minor revisions, if any, and (b) to negotiate and execute the final versions of an Affordable Housing Agreement, Ground Lease, and other instruments implementing for the IG Project as set forth in the Award Letter and Option, as determined to be appropriate by the Executive Director. Copies of the final form of the Cooperation Agreement, Award Letter, and Option when duly executed and attested, shall be placed on file in the office of the City Clerk. Further, the Executive Director is authorized to implement the Cooperation Agreement, Award Letter, and Option and take all further actions and execute all documents referenced therein and/or necessary and appropriate to carry out the transaction contemplated thereby. The Director is hereby authorized to the extent necessary during the implementation of such agreements to make technical or minor changes and interpretations if and as necessary to properly implement and carry out the same, provided any and all such changes shall not in any manner materially affect the rights and obligations of the Authority thereunder. Section 4. In addition to the authorization of Section 3 above, the Executive Director is hereby authorized, on behalf of the Authority, to implement the Cooperation Agreement, Award Letter, and Option, and thereafter the Affordable Housing Agreement and Ground Lease, including causing the issuance of warrants in implementation thereto, and to administer the Authority's obligations, responsibilities and duties to be performed thereunder. Section 5. The Award Letter and Option, inclusive of the land use approvals to develop the IG Project are ministerial and "by right" under California Government Code Sections 65650 to 65656, in particular Section 65651, as this is a development for supportive housing and meets the statutory requirements therein. Further, while the IG Project is a by -right development, nonetheless such development was part of the land use entitlement for the IG Project and a separate residential townhome project that is not the subject of the Award Letter but was evaluated under the California Environmental Quality Act, California Public Resources Code Section 21000, et seq., and the implementing regulations set forth at Title 14 California Code of Regulations Section 15000, et seq. (together "CEQA") as described in the Award Letter and hereby affirmed. 4 Section 6. The Secretary shall certify to the adoption of this Resolution. THE FOREGOING RESOLUTION IS PASSED, APPROVED AND ADOPTED BY THE GOVERNING BOARD OF THE ANAHEIM HOUSING AUTHORITY THIS ELEVENTH (11TH) DAY OF JUNE 2024 BY THE FOLLOWING ROLL CALL VOTE: AYES: Chairperson Aitken and Authority Members Kurtz, Diaz, Leon, Rubalcava, Faessel and Meeks NOES: None ABSTAIN: None ABSENT: None ANAH HOUSING AUTHORITY By: Ch it SECRETARY'S CERTIFICATE STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, THERESA BASS, Secretary of the Anaheim Housing Authority, do hereby certify that the foregoing is the original Resolution No. AHA-2024-004 adopted at a regular meeting provided by law, of the Anaheim Housing Authority held on the 11'h day of June, 2024, by the following vote of the members thereof: AYES: Chairperson Aitken and Authority Members Kurtz, Diaz, Leon, Rubalcava, Faessel and Meeks NOES: None ABSTAIN: None ABSENT: None IN WITNESS WHEREOF, I have hereunto set my hand this 12th day of June, 2024. CRETAkY OF THE ANAHEIM HOUSING AUTHORITY (SEAL)