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HomeMy WebLinkAboutR15-040 Housing and Development Authority Approving Documents wCPSC Commissioner P—'-1 4 moved adoption of the following resolution: BOARD OF COMMISSIONERS EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY RESOLUTION NO. 2015- ( o RESOLUTION APPROVING DOCUMENTS ASSOCIATED WITH CASTLE PEAK SENIOR CARE PROJECT AND AUTHORIZING SIGNATURE THEREOF WHEREAS, Eagle County Housing and Development Authority("ECHDA") is a statutory housing authority established pursuant to C.R.S. 29-4-501, et. seq.; and WHEREAS, ECHDA has all of the powers identified in C.R.S. 29-4-505 and those granted to a city housing authority in C.R.S.29-4-201 et. seq.; and WHEREAS, the Eagle County Board of County Commissioners serves ex officio as the board of ECHDA; and WHEREAS, pursuant to C.R.S. 29-4-201 et. seq., ECHDA is authorized to participate in projects that create dwelling accommodations to persons who,by virtue of age or disability, have special housing needs or requirements that cannot reasonably be met by existing housing available within Eagle County, Colorado and other persons, without regard to income, as long as the Project substantially benefits persons of low income; and WHEREAS, Venturoni Surveys &Research Inc., and the Economic Council of Eagle County, prepared a Housing Needs Assessment Update dated June 2012 ("Needs Assessment"); and WHEREAS, the Needs Assessment included a recommendation that ECHDA should "pursue the development of appropriate senior retirement housing options that can provide for the future housing and health care needs of the elderly population. These retirement housing options would free up existing housing units that can be used for workforce housing needs"; and WHEREAS, ECHDA has been working with Augustana Care, a Minnesota nonprofit corporation and its affiliates, to assist in the development of a senior living facility consisting of approximately forty-four(44) skilled nursing beds and approximately twenty(20) assisted living units to be located in Eagle, Colorado (hereinafter the"Castle Peak Senior Care Project" or "Project"); and WHEREAS, the development and construction of the Project will serve the needs of populations who,by virtue of age or disability, have special housing needs or requirements that cannot reasonably be met by existing housing available within the boundaries of ECHDA; and 48821124.2 WHEREAS, the Project includes benefits for members of the public, including those of low and moderate income, and will provide needed housing and services for elderly and handicapped residents in Eagle County, Colorado; and WHEREAS, by Resolution No. 2012-02 dated July 23, 2012 the ECHDA was authorized and empowered to acquire, develop, construct, re-construct, finance, re-finance, invest in, own, operate, lease, manage, maintain, repair, sell, exchange and dispose of senior housing, continuum of care retirement housing and other housing types or stock that can provide for the future housing and health care needs of elderly, disabled and other special needs populations within Eagle County, Colorado; and WHEREAS, at its meeting on February 4, 2013 the ECHDA approved Resolution No. 2013-01 authorizing the expenditure of up to six million dollars for the Project which included an expenditure in the amount of$1,645,000 for the purchase of Lots 2, 3 and 4, Eagle Ranch, Filing No. 26 according to the plat thereof,recorded August 28, 2007, at Reception Number 200722921, in the real property records of Eagle County, Colorado ("Land") and up to $4,355,000 to be used for the development and construction of the Project in the form of a subordinate loan to Castle Peak Senior Care, LLC ("Castle Peak"), the owner of the Project; and WHEREAS,by ECHDA Resolution No. 2013-108 ECHDA authorized the donation of approximately 3 acres of the Land which was valued at approximately$988,000; and WHEREAS,by ECHDA Resolution No. 2015-016 ECHDA authorized an additional cash contribution of$500,000 for the Project and by this Resolution further increases its contribution by$145,000 to a total of$5,000,000 for the development and construction of the Project in the form of a subordinate loan to Castle Peak; and WHEREAS, ECHDA desires to approve the various project documents as more fully set forth below; and WHEREAS, ECHDA desires to authorize any of its commissioners to execute all documents necessary for closing on the conveyance of the Land to Castle Peak and Castle Peak's development, construction and financing of the Castle Peak Senior Care Project. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF THE EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY: THAT, the Board of ECHDA hereby finds that the Project substantially supports ECHDA's mission to serve those individuals and families of low income as well as the elderly and handicapped in Eagle County, Colorado; THAT, the Board hereby authorizes and approves ECHDA's execution and delivery of and consummation of each of the transactions contemplated, both in ECHDA's individual capacity and in its capacity as the sole member of Senior Care Land Company LLC, a Colorado limited liability company("SCLC"), as applicable, in the Development Services Agreement ("DSA")between and among Eagle County Housing and Development Corporation ("ECHDC"), 48821124.2 2 Augustana Senior Development II, LLC ("ASDII") and Castle Peak, as well as all of the other "Project Documents" defined and described in the DSA that are necessary or desirable, in ECHDA's judgment (again both in its individual capacity and in its capacity as the sole member of SCLC, as applicable), for the acquisition, ownership, use, development, construction, financing, management, operation, leasing, repair, maintenance, replacement, sale or other disposition of the Castle Peak Senior Care Project; THAT, in connection with Castle Peak's development and construction of the Castle Peak Senior Care Project, the Board hereby authorizes and approves ECHDA's making of a loan in the original principal amount of Five Million and No/100 Dollars ($5,000,000) (the"ECHDA Loan") in favor of Castle Peak to finance Castle Peak's development and construction of the Castle Peak Senior Care Project; THAT, the Board hereby authorizes and approves ECHDA's execution and delivery of, and performance under, all of the Project Documents to which ECHDA is a direct or indirect party, whether in its individual capacity or in its capacity as the sole member of SCLC, as applicable, including, without limitation, the following: 1. DSA; and 2. Augustana ECHDA Subordination and Intercreditor Agreement by and among ECHDA, Castle Peak and Augustana Care; and 3. Senior Care Restrictive Covenant executed by and among SCLC, ECHDA and Castle Peak; and 4. ECHDA Subordinate Loan Agreement between ECHDA and Castle Peak; and 5. ECHDA Subordinate Note (Second Priority Loan) in the original principal amount of the ECHDA Loan executed by Castle Peak and made payable to the order of ECHDA; and 6. ECHDA Subordinate Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing executed by Castle Peak to the Public Trustee of Eagle County for the use and benefit of ECHDA; and 7. ECHDA Assignment of Licenses, Permits and Contracts from Castle Peak in favor of ECHDA; and 8. Assignment of Agreement for Land Planning Services between ECHDA and Castle Peak; and 9. Any UCC filings associated with the Project; 10. Rural Development Subordination and Intercreditor Agreement between Castle Peak, Augustana Care, ECHDA and Rural Development; and 48821124.2 3 11. Any and all other agreements, documents, instruments, papers and/or other materials necessary for SCLC's closing on the conveyance of the Land to Castle Peak and Castle Peak's financing, development and construction of, the Castle Peak Senior Care Project, together with any and all amendments, modifications, extensions, replacements or substitutions to any of the foregoing agreements, documents, instruments, papers and/or other materials. THAT, all actions previously taken and all agreements, documents and other instruments previously executed by ECHDA, both in its individual capacity and in its capacity as the sole member of SCLC, in each case in connection with the acquisition, development, financing, construction and/or disposition of the Castle Peak Senior Care Project are, in each case, hereby ratified, authorized, confirmed and approved in all respects. THAT,this Resolution is necessary for the health, safety and welfare of the people of Eagle County, Colorado. MOVED, READ AND ADOPTED by the Board of Commissioners of the Eagle County Housing and Development Authority, at its regular meeting held this 5 day of Wyk -t , 2015. EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY By and Through Its t.14 o� c°o BOARD OF COMMISSIONERS 4: ATTEST: - cS I ,RPCP By: Clerk to the Board Kathy Chandler-Henry 141 `-1 w•�v Chair and Commissioner eilf anne McQue i ommissioner Jil '.n H. Ryan •ommissioner 48821124.2 4 Commissioner IM& Q�pk" ,� ..., seconded adoption of the foregoing resolution. The roll having been called, the vote was as follows: Commissioner Chandler-Henry 1,144.2%.ILL*. Commissioner McQueeny v4- h Commissioner Ryan A-. V This resolution passed by vote of the Board of Commissioners of the Eagle County Housing and Development Authority. 48821124.2 5