HomeMy WebLinkAboutResolution Fort Worth Housing Finance Corporation (FWHFC) FWHFC-2011-01RESOLUTION NO. FWHFC-2011-01
FORT WORTH HOUSING FINANCE CORPORATION
RESOLUTION APPROVING AN AGREEMENT WITH NRP
HOLDINGS LLC, TO DEVELOP ESPERANZA COVE SENIOR
APARTMENTS; AUTHORIZING THE FORMATION OF
ESPERANZA COVE GP, LLC, AND APPROVING ALL RELATED
ACTIONS REQUIRED FOR IT TO ACT AS GENERAL PARTNER
FOR ESPERANZA COVE LTD., THE PARTNERSHIP
DEVELOPING, OWNING AND MANAGING THE PROJECT TO
BE LOCATED AT 2718 E. BELKNAP; AND AUTHORIZING THE
EXECUTION OR ASSIGNMENT OF AN OPTION TO PURCHASE
THE DEVELOPMENT SITE
WHEREAS, the City Council of the City of Fort Worth ("City") has adopted
development and revitalization of the City's affordable housing stocic as a strategic goal
and City citizens and the City Council have determined that quality, accessible,
affordable housing is needed for moderate, low and very low income City citizens;
WHEREAS, the City Council created the Fort Worth Housing Finance
Coiporation (the "Corporation") in 1979 pursuant to the Texas Housing Finance
Corporation Act to facilitate housing initiatives in the City, including but not limited to
issuing tax exempt bonds, developing, rehabilitating and promoting housing, and
assisting low to moderate income City citizens in acquiring quality, accessible, affordable
housing through lending, construction and development activities;
WHEREAS, NRP Holdings LLC ("NRP"), an Ohio liinited liability company, is
a developer of affordable housing and has developed over 3,000 affordable housing units
in Texas since 2004;
WHEREAS, NRP has requested the Corporation's participation in the
developinent of the Esperanza Cove Senior Apai-tments, a sixty-one (61) unit senior
multifamily rental project to be located on 1.9 acres, more or less, at 2819 E. Bellcnap in
the Six Points Urban Village, and the application for Low Incolne Housing Tax Credits
from the Texas Department of Housing and Community Development ("TDHCA") for
the project;
WHEREAS, the Corporation will enter into a Meinoranduln of Understanding
("MOU") with NRP for the developinent of the project which will detail the parties'
rights and responsibilities iilcluding but not lilnited to ownership structure, due diligence,
iinancing, design and construction, and management and operation. The Corporation will
act as general contractor aizd NRP or an affiliate will act as developinent consultant,
master sub-contractor and property manager;
R�SOLUTION NO. FWHrC-2011-01
PAGE 2
WHEREAS, the Corporation will form a Texas limited liability coinpany for the
transaction of any and all lawful purposes for which a limited liability company may be
organized under the Texas Business Organizations Code, which are incidental, necessary
or appropriate to cai-�•y out the purposes of its member including providing affordable
housing to low-income persons or fainilies, including, but not limited to, (i) owning,
developing, managing, and otherwise dealing with affordable housing projects located in
Tai-�ant County, Texas, under the TDHCA's low-incoine housing tax credit prograin; and
(ii) becoining a partner or meinber of a partnership or liinited liability coinpany formed
for such purposes;
WHEREAS, the Corporation will form and be the sole member of Esperanza
Cove GP, LLC, a Texas limited liability company (the "Company"), a single purpose
entity that will be the general partner of Esperanza Cove, Ltd., the limited partnership
which will develop, own and manage the project and which will take all actions
necessary for the tax credit application to the TDHCA and the development and
inanagement of the project;
WHEREAS, the Corporation will purchase the development site and will lease it
to Esperanza Cove Ltd. for the project under a long te�-�n ground lease; and
WHEREAS, the Board of the Corporation desires to approve and accept a
Memoranduin of Understanding with NRP Holdings LLC to develop a senior multifainily
rental project to be lcnown as the Esperanza Cove Senior Apartments; approve the
formation of Esperanza Cove GP, LLC and approve all related actions required for it to
act as general partner of Esperanza Cove Ltd.; approve all actions necessary for the
application to the Texas Depai-tment of Housing and Community Affairs for Low Income
Housing Tax Credits for the project; approve all actions necessary for the Corporation to
act as general contractor for the project; approve contracts with NRP Holdings LLC or an
affiliate for it to act as development consultant, master sub-contractor and property
manager of the project; and approve the execution of an option to purchase the
development site for the project.
NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF
DIRECTORS OF THE FORT WORTH HOUSING FINANCE CORPORATION
(THE `BOARD"):
THAT the Board approves the execution and delivery of a Memoranduin of
Understanding ("MOU") by and between NRP Holdings LLC ("NRP") and the
Corporation for the purpose of developing approximately sixty-one (61) senior
multifamily rental housing units to be lcnown as the Esperanza Cove Senior
Apartments (the "Project"), approves the execution and delivery of various
contracts with NRP or its affiliates for the Project as described in the MOU (the
"Contracts"), and agrees to undei�talce all activities necessary to fulfill the
requirements of the MOU and the Contracts regarding the development of the
Proj ect.
RESOLUTION NO. FWHFC-20ll-01
PAGE 3
2. THAT the Board approves the application for Low Income Housing Tax Credits
("LIHTC") for the Project.
3. THAT the Board approves the formation of Esperanza Cove GP, LLC, a Texas
limited liability coinpany (the "Company") and approves all related actions
required for it to serve as general partner for Esperanza Cove Ltd., the limited
partnership that will develop, own and inanage the Project.
4. THAT the Board approves all actions necessary for the Corporation to act as
general contractor for the Project as described in the MOU.
5. THAT the Board approves the payment of all filing fees, attorney's fees and other
related expenses for the forination of Esperanza Cove GP, LLC and the
application for the LIHTC for the Project in an amount not to exceed $20,000.00.
6. THAT the General Manager of the Corporation or Jesus J. Chapa, Assistant
� General Manager of the Corporation, are authorized to execute and deliver the
MOU, the Contracts and the LIHTC application for and on behalf of the
Corporation along with any related docuinents necessary to implement the MOU
and the Contracts and complete the LIHTC application, and they may extend,
inodify and amend the MOU, the Contracts and the application, provided any
such extensions, inodifications and amendments are in compliance with all
applicable laws and regulations and the goals and purposes of the Corporation as
amended from time to time.
7. THAT the Board approves the execution and delivery of an Option to Purchase,
whether directly or by assigrnnent fiom a third party, for approximately 1.9 acres
of land, more or less, commonly lcnown as 2819 E. Belknap Street, 606 Blandin
Street and 2817 Plumwood Street (the "Property") for an alnount not to exceed
$1,500,000.00, including closing costs, for the development site for the Project.
8. THAT the Board approves the execution and delivery of a purchase and sale
agreement, whether directly or by assigninent from a third party, for the
acquisition of the Property subject to the terms of the Option to Purchase, the
acceptance of the deed, and the execution and delivery of the closing statement
and any other related documents necessary to coinplete the purchase of the
Property.
9. THAT the General Manager of the Corporation or Jesus J. Chapa, Assistant
General Manager of the Corporation, are authorized to execute and deliver the
Option to Purcl�ase and the purchase and sale agreement, and any assignment
thereof, for and on behalf of the Coiporation, and they inay extend, modify and
amend said Option and agreement provided such extensions, modifications and
amendinents are in compliance with all applicable laws and regulations and the
R�SOLUTION NO. FWHFG2011-01
PAG� 4
goals and purposes of the Corporation as amended fi•om time to time. Further,
they are authorized to accept delivery of the deed and execute the closing
statement for and on behalf of the Corporation along with any related docuinents
necessary to purchase the Property, and to talce any other actions necessary to
develop the Property.
10. THAT these Resolutions take effect on the date of their adoption.
AND IT IS SO RESOLVED.
Adopted January 4, 2011.
FORT WORTH HOUSING FINANCE CORPORATION
By: �'���� %(,� ���.
Kathleen Hicics, President