AHA-2022-001 RESOLUTION NO. AHA-2022-001
A RESOLUTION OF THE ANAHEIM HOUSING AUTHORITY
AUTHORIZING THE EXECUTION AND DELIVERY OF ITS
MULTIFAMILY HOUSING REVENUE NOTES IN ONE OR MORE
SERIES IN A CUMULATIVE AND AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $22,850,000 FOR THE PURPOSE OF
FINANCING THE ACQUISITION AND CONSTRUCTION OF THE
SALVATION ARMY ANAHEIM CENTER OF HOPE APARTMENTS
MULTIFAMILY RENTAL HOUSING PROJECT; APPROVING AND
AUTHORIZING THE EXECUTION AND DELIVERY OF ANY AND
ALL DOCUMENTS NECESSARY TO EXECUTE AND DELIVER
THE NOTES, SUBSTANTIALLY IN THE FORM APPROVED
HEREBY, COMPLETE THE TRANSACTION AND IMPLEMENT
THIS RESOLUTION, AND RATIFYING AND APPROVING ANY
ACTIONS HERETOFORE TAKEN IN CONNECTION WITH THE
NOTES
WHEREAS, pursuant to the Housing Authorities Law, Chapter 1 of Part 2 of Division 24 of
the California Health and Safety Code ("Housing Authorities Law"), the Anaheim Housing
Authority, a public body corporate and politic organized, existing and operating pursuant to the
Housing Authorities Law, ("Authority") is empowered to issue revenue bonds or notes for the
purpose of financing the acquisition, construction, rehabilitation, refinancing, development, and
operation of multifamily rental housing; and
WHEREAS, The Salvation Army Anaheim Center of Hope Apartments, L.P., a California
limited partnership (the "Borrower"), intends to acquire, construct and equip a multifamily rental
project into a 70-unit plus two manager's units multifamily residential project on that certain real
property located at 1340 S. Lewis Street in the City of Anaheim,California(together,"Project"); and
WHEREAS, pursuant to the proposed form of Funding Loan Agreement, by and among the
Authority, Bank of America, N.A., a national banking association, as funding lender (the "Funding
Lender") and Wilmington Trust, National Association (the "Fiscal Agent"), dated as of January 1,
2022 (the "Funding Loan Agreement"), the Borrower has requested the Authority execute and
deliver a series of tax-exempt multifamily housing revenue note in an aggregate principal amount not
to exceed$18,000,000 (the"Tax Exempt Note")and to loan the proceeds of the Tax Exempt Note to
the Borrower pursuant to a proposed form of Borrower Loan Agreement, by and between the
Authority and the Borrower, dated as of January 1, 2022 (the `Borrower Loan Agreement") to
finance the acquisition,construction and equipping through completion of the Project,and
WHEREAS, additionally, pursuant to the proposed form of Funding Loan Agreement, the
Borrower has requested the Authority execute and deliver a series of taxable multifamily housing
revenue notes in an aggregate principal amount not to exceed $4,850,000 (the "Taxable Note," and,
together with the Tax Exempt Note, the"Notes") and to loan the proceeds of the Taxable Note to the
Borrower pursuant to a proposed form of Borrower Loan Agreement to finance the acquisition,
construction and equipping through completion of the Project, and
WHEREAS, Authority, by action of its Governing Board ("Governing Board"), desires to
assist the Borrower and to increase the supply of affordable housing by making a portion of the units
in the Project available for low and very low income persons or families, and in order to accomplish
such purposes it is desirable for Authority to provide for the execution and delivery of the Notes and
financing of the Project; and
WHEREAS, Government Code Section 8869.85 requires a local agency to file an
application with the California Debt Limit Allocation Committee ("Committee") prior to the
execution and delivery of tax-exempt multifamily housing revenue notes and the Authority has filed
such an application; and
WHEREAS, the Committee has allocated to the Project $18,000,000 of the State of
California 2021 State ceiling for private activity bonds or notes under Section 146 of the Internal
Revenue Code of 1986;
NOW, THEREFORE, THE ANAHEIM HOUSING AUTHORITY DOES HEREBY
RESOLVE AS FOLLOWS:
1. Authorization of Notes. In accordance with the Act and pursuant to the Funding
Loan Agreement and the Borrower Loan Agreement, Authority authorizes the execution and delivery
of the Tax Exempt Note designated as "Anaheim Housing Authority Multifamily Housing Revenue
Note (The Salvation Army Anaheim Center of Hope Apartments), Series 2022 A-1" in an aggregate
principal amount not to exceed $18,000,000, with an interest rate or rates, a maturity date and other
terms as provided in Funding Loan Agreement and Tax Exempt Note as finally executed;
additionally, the Authority authorizes the execution and delivery of the Taxable Note designated as
"Anaheim Housing Authority Multifamily Housing Revenue Note (The Salvation Army Anaheim
Center of Hope Apartments), Series 2022 A-2 (Taxable)" in a cumulative and aggregate principal
amount not to exceed $4,850,000, with an interest rate or rates, a maturity date and other terms as
provided in Funding Loan Agreement and Taxable Note as finally executed for the Notes; provided,
however, that the maximum interest rate on the Notes shall not exceed 12 percent per annum and the
final maturity of the Notes shall not exceed 40 years from the date of execution and delivery. The
outstanding principal amount of the Notes shall be in the amounts advanced by the Funding Lender
from time to time to fund the Funding Loan, not to exceed the aggregate principal amount of
$18,000,000 with respect to the Tax Exempt Note and $4,850,000 with respect to the Taxable Note.
The Notes shall be in the forms set forth in and otherwise in accordance with the Funding Loan
Agreement, and shall be executed on behalf of Authority by the manual or facsimile signature of the
Chairman of the Authority ("Chairman") or the Executive Director of the Authority ("Executive
Director," and, together with the Chairman, the "Authorized Officers"), and shall be attested by the
manual or facsimile signature of the Secretary of the Authority("Secretary").
2. Approval of Transaction Documents. The proposed form of each of the Funding
Loan Agreement, the Borrower Loan Agreement and the Regulatory Agreement and Declaration of
Restrictive Covenants, by and between the Authority and the Borrower, dated as of January 1, 2022
(the "Regulatory Agreement," and, together with the Funding Loan Agreement and the Borrower
Loan Agreement, the "Transaction Documents") presented at this meeting is hereby approved, and
any Authorized Officer is authorized to execute, and the Secretary is authorized to attest, the
Transaction Documents in substantially said form, with such additions thereto and changes therein as
such Authorized Officer may approve or recommend in accordance with Section 3 hereof.
3. Approval of Changes to Documents. Any Authorized Officer executing a document
approved herein, in consultation with General Counsel and Special Counsel, is authorized to approve
and make such modifications,changes or additions to the Transaction Documents or other documents
as may be necessary or advisable, and the approval of any modification, change or addition to any of
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the aforementioned agreements shall be evidenced conclusively by the execution and delivery thereof
by such Authorized Officer and approval as to form by General Counsel and Special Counsel.
Further, any Authorized Officer, acting alone, is authorized to execute any assignment agreement
related to any mortgage note, mortgage, deed of trust or other document related to Borrower Loan
made to the Borrower from the proceeds of the Notes.
4. Selection of Fiscal Agent. Wilmington Trust, National Association is hereby
approved to serve as Fiscal Agent under the Funding Loan Agreement.
5. Actions Ratified and Authorized. All actions heretofore taken by the officers,
employees and agents of Authority with respect to the execution and delivery of the Notes are
approved, confirmed and ratified, and the officers, employees and agents of Authority are authorized
and directed, for and in the name and on behalf of Authority, to do any and all things and take any
and all actions and execute and deliver any and all certificates, agreements and other documents,
including, but not limited to, those documents described in the Transaction Documents and the other
documents herein approved,which they, or any of them,may deem necessary or advisable in order to
consummate the lawful execution and delivery of the Notes and to effectuate the purposes thereof
and of the documents herein approved in accordance with this resolution and resolutions heretofore
adopted by the Governing Board. In the event that the Secretary is unavailable to sign any document
related to the Notes, any Deputy Secretary of the Authority may sign on behalf of the Secretary.
6. Further Consents, Approvals and Other Actions. All consents, approvals, notices,
orders, requests and other actions permitted or required by any of the documents authorized by this
Resolution or otherwise appropriate in the administration of the Notes and the lending program
financed thereby, including without limitation any of the foregoing that may be necessary or
desirable in connection with any amendment of such documents, any transfer of the Project, any
substitution of security for the Notes, or any prepayment of the Notes may be taken or given by the
Chairman or the Executive Director, and the Chairman or the Executive Director are hereby
authorized and directed to give any such consent, approval, notice, order or request and to take any
such action which such officer may deem necessary or desirable to further the purposes of this
Resolution.
7. Conflicting Resolutions Repealed. As to the Notes, all prior resolutions or parts
thereof, if any, in conflict herewith are,to the extent of such conflict,repealed.
8. Severability. If anysection,paragraph or rovision of this Resolution shall be held to
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be invalid or unenforceable for any reason, the invalidity or unenforceability of such section,
paragraph or provision shall not affect any remaining sections, paragraphs or provisions of this
Resolution.
9. Effectiveness of Resolution and Date Thereof. This Resolution shall take effect upon
its adoption.
10. Certification. The Secretary shall certify to the passage and adoption of this
Resolution.
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THE FOREGOING RESOLUTION IS PASSED, APPROVED AND ADOPTED BY THE
GOVERNING BOARD OF THE ANAHEIM HOUSING AUTHORITY THIS 11TH DAY OF
JANUARY, 2022, BY THE FOLLOWING ROLL CALL VOTE:
AYES: Chairman Sidhu and Authority Members: O'Neil, Diaz,
Ma' ae, Moreno, Valencia, Faessel
NOES: None
ABSTAIN: None
ABSENT: None
t HA
-ii-'7'-- : to
O I Y SECRETARY
APPROVED AS TO FORM:
OFF CE OF THE CITY ATTORNEY
By: (A.� L---
APPROVED AS TO FORM:
STRADLING YOCCA CARLSON & RAUTH
*2-/'
Bradley R. al, Esq.
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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-2022-001 adopted at a regular meeting provided by law, of the
Anaheim Housing Authority held on the 11th day of January, 2022, by the following vote of the
members thereof:
AYES: Chairman Sidhu and Authority Members O'Neil, Diaz, Ma'ae, Moreno, Valencia, and
Faessel
NOES: None
ABSTAIN: None
ABSENT: None
IN WITNESS WHEREOF, I have hereunto set my hand this 13th day of January, 2022.
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SECRET'''Y OF THE ANAHEIM HOUSING AUTHORITY
(SEAL)