HomeMy WebLinkAbout03/31/09 RDA AGENDAilly'!
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BAKERSFIELD REDEVELOPMENT AGENCY
AGENDA
SPECIAL MEETING OF MARCH 31, 2009
Conference Room A,
City Hall North
1600 Truxtun Avenue
4:00 p.m.
SPECIAL MEETING
1. ROLL CALL
2. PUBLIC STATEMENTS
3. CONSENT CALENDAR
a. Minutes of the March 9, 2009 regular meeting.
b. Approval of department payments from February 27, 2009 to March 19, 2009
in the amount of $1,268,968.11.
Staff recommends approval of Consent Calendar items 3.a. and 3.b.
4. PUBLIC HEARINGS
a. Public Hearing to consider a Resolution to authorize the Bakersfield
Redevelopment Agency to transfer and sell 1.53 acres of Real Property located
at 1303 "S" Street in the amount of $1,000,001, and hold a $2,700,000 zero
interest note with a balloon payment due and payable in 55 years from
Millcreek Courtyard LLC to the Bakersfield Redevelopment Agency, for the
development of 57 affordable apartments as phase 3 of the South Mill Creek
Mixed Use Redevelopment Project.
1. Resolution approving the Sale of Real Property, located at 1303 "S" Street
by the Bakersfield Redevelopment Agency to Millcreek Courtyard LLC for
$1,000,0001 and hold a $1,000,000 take-back note to be forgiven when the
project is completed and the units have achieved rent up and stabilization.
2. Approve Disposition and Development Agreement between the Bakersfield
Redevelopment Agency and Millcreek Courtyard LLC and hold a $2,700,000
zero interest note with a balloon payment due and payable in 55 years from
Millcreek Courtyard LLC to the Bakersfield Redevelopment Agency, for the
Development of 57 affordable apartments as phase 3 of the South Mill
Creek Mixed Use Redevelopment Project.
Staff recommends adopting the resolution authorizing the disposition of the property
pursuant to Health and Safety code 33431 & 34333 and executing the DDA and all
related documents with minor changes if required.
5. REPORTS
6. DEFERRED BUSINESS
7.
NEW BUSINESS
a. Resolution authorizing the Bakersfield Redevelopment Agency to apply for State
of California Department of Housing and Community Development Infill
Infrastructure Grant Program funds in the amount of $10,847,200 for Southeast
Bakersfield and Old Town Kern Redevelopment Project Areas.
Staff recommends approval of the application submission, adoption of the resolution
and authorize the City Manager or his, designee to execute all necessary agreements
and documents and make minor revisions if required.
b. Redevelopment Agency Tax Allocation Bonds 2009 Series A, B, C & D
1. Resolution of the governing board of the Bakersfield Redevelopment
Agency authorizing issuance of not to exceed $16.5 million of 2009 Tax
Allocation Bonds; approving the form of related legal documents, authorizing
modifications thereto and authorizing and directing execution and delivery
thereof, as modified; approving and authorizing distribution of Preliminary
Official Statements and preparation and distribution of an Official Statement to
be derived therefrom following sale of the bonds; and authorizing related
actions.
2. Resolution of the governing board of the Bakersfield Redevelopment
Agency authorizing the expenditure of Bakersfield Redevelopment Agency
funds for construction of those certain
Series "A" and Series "B" 2009 Tax
determinations in connection therewith.
public improvements specified in the
Allocation Bonds and making certain
3. Resolution of the governing board of the Bakersfield Redevelopment
Agency authorizing the expenditure of Bakersfield Redevelopment Agency low
and moderate housing funds for construction of affordable housing projects
outside the individual project areas and the combining of the low and moderate
housing tax increment for all three project areas as the security of the Series "D"
2009 Tax Allocation Bonds and making certain determinations in connection
therewith.
8.
9.
10.
11.
Staff recommends adoption of the resolutions.
c. Amendment No. 1 to Agreement No. RA08-009 with AMCAL Santa Fe Fund,
L.P. for the construction of 55 affordable multi-family units and 1 Manager's
Unit located at 701 Union Avenue in an amount not to exceed $400,000 for
eligible project construction costs.
Staff recommends approval.
AGENCY STATEMENTS
CLOSED SESSIONS
WORKSHOPS
ADJOURNMENT
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ADMINISTRATIVE REPORT
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MEETING DATE: March 31, 2009 AGENDA SECTION: Consent Calendar
ITEM: 3.a.
TO: Bakersfield Redevelopment Agency
FROM: Pamela A. McCarthy, City Clerk
DATE: March 20, 2009
SUBJECT: Minutes of the March 9, 2009 regular meeting.
APPROVED
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DEPARTMENT HEAD~u
GENERAL COUNSEL
EXECUTIVE DIRECTOR
RECOMMENDATION:
Staff recommends approval of the minutes.
BACKGROUND:
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ADMINISTRATIVE REPORT
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', MEETING DATE: March 31, 2009 AGENDA SECTION: Consent Calendar
ITEM: ~, ~ ,
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FROM:
DATE:
SUBJECT
Bakersfield RDA
Nelson K. Smith, Finance Officer
March 20, 2009 GENERAL COUNSEL ~~
EXECUTIVE DIRECTOR
Approval of department payments from February 27, 2009 to March 19, 2 09 in the
amount of $1,268,968.11.
APPROVED
DEPARTMENT HEAD ~~
RECOMMENDATION: Staff recommends approval of payments totaling $1,268,968.11.
BACKGROUND:
Individual payments exceeding $3.500 in the ahwe tntai arP ~ictprl ha~nw
Aleshire & W nder LLP $ 8,396.03
1$ Pa ment for Professional Services throu h December 31, 2008.
Contech Brid a Solutions Inc $ 37,813.25
2" and Final Pa ment for Mill Creek Linear Park Project -Pedestrian Brid e
Me er Civil En ineerin Inc $ 73,297.05
16 Pa ment For Professional Services For The Mill Creek Project
Kern Pacific Construction Co $ 792,605.41
2" Pa ment for Construction for the Mill Creek Canal Waterwa Project.
Lee Cri en Demolition $ 20,188.90
4 and Final Payment For Downtown Redevelopment Demolition of Various
Pro erties.
Aleshire & W nder LLP $ 4,429.60
2" Pa ment for Professional Services throu h Janua 31, 2009.
California Eminent Domain Law Grou $ 5,033.62
5 Payment for Professional Services For The Month of January 2009 Per
A reement BRDA 08-018 &BRDA 08-019.
Fer uson Enter rises $ 35,480.22
Pa ment for Pi in Su lies for the Mill Creek Storm Drain
Gilliam & Sons $ 141,593.00
Payment for Earthmoving, Hauling and Cobble Rock for the Mill Creek
Project.
Krazan & Associates Inc $ 63,793.25
Payment for the Mill Creek Canal Waterway Project -Various Foundation
and Non-Structure Testin .
Cornerstone En ineerin Inc $ 5,803.69
10 Pa ment For En ineerin Services of Various Demolition Pro'ects.
Gilliam & Sons $ 34,881.00
Pa ment for Earthmovin , Hautin for the Mill Creek Project.
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ADMINISTRATIVE REPORT
Me er Civil En ineerin Inc $ 9,007.60
17 Pa ment For Professional Services For The Mill Creek Pro'ect
Whitaker Contractors Inc $ 29,203.31
3` Pa ment for Construction for the Mill Creek Canal Waterwa Pro'ect.
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MEETING DATE: March 31, 2009 AGENDA SECTION: Public Hearings
_ ITEM: 1-f , rz_.
TO:
FROM:
DATE:
SUBJECT
Bakersfield Redevelopment Agency
Donna L. Kunz, Deputy Executive Director DEPARTMENT HEAD
March 10, 2009 GENERAL COUNSEL
EXECUTIVE DIRECTOR
Public Hearing to consider Resolution to authorize the Bakersfield Redevelopment Agency
to transfer and sell 1.53 acres of Real Property located at 1303 "S" Street in the amount of
$1,000,001, and hold a $2,700,000 zero interest note with a balloon payment due and
payable in 55 years from Millcreek Courtyard LLC. to the Bakersfield Redevelopment
Agency, for the development of 57 affordable apartments as phase 3 of the South Mill
Creek Mixed Use Redevelopment Project.
1. Resolution approving the Sale of Real Property, located at 1303 "S" Street by the
Bakersfield Redevelopment Agency to Millcreek Courtyard LLC. for $1,000,001 and
hold a $1,000,000 take-back note to be forgiven when the project is completed and
the units have achieved rent up and stabilization.
2. Approve Disposition and Development Agreement between the Bakersfield
Redevelopment Agency and Millcreek Courtyard LLC. and hold a $2,700,000 zero
interest note with a balloon payment due and payable in 55 years from Millcreek
Courtyard LLC. to the Bakersfield Redevelopment Agency, for the development of 57
affordable apartments as phase 3 of the South Mill Creek Mixed Use Redevelopment
Project.
RECOMMENDATION: Staff recommends conducting the public hearing, adoption of resolution
authorizing the disposition of the property pursuant to Health and Safety Code 33431 & 33433, and
executing the DDA and all related documents with minor changes if required.
BACKGROUND:
On January 31, 2007 the Agency authorized staff to solicit Requests for Statements of Qualifications and
Development Proposals for the South Mill Creek Mixed-Use Redevelopment Project. Over 70 nationally
and regional qualified developers were contacted. In November 2007, four (4) proposals depicting a broad
range of development concepts from commercial, mixed-use retail, affordable rental and for-sale housing
were evaluated. In July of 2008, after an extensive developer interview and review process, Mill Creek
Courtyard LLC., was selected to move forward to the exclusive negotiation portion of the process to further
discuss the construction of 57 affordable apartment units.
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ADMINISTRATIVE REPORT Page 2
This project is the third of four phases within the South Mill Creek Mixed-Use Redevelopment Project. The
project will be constructed on 1.53 acres located at 1303 "S" Street in an area bounded by "S" Street and
14th Street. The scope of the project consists of 34 one bedroom units containing 710 square feet, 11 two
bedroom units containing, 1,055 square feet, and 12 two bedroom -two bath units containing 1,107
square feet. There will be a furnished community room which will be approximately 1,000 square feet and
a fitness facility containing about 975 square feet. There will be a swimming pool and spa, barbeque and
outside eating area, fire pit, sitting areas and extensive landscaping. The courtyard is large and will offer a
lot of amenities for the residents and their guests.
The project will also be directly across from 65,400 square feet of commercial space and the 61,000
square feet, 16-screen state of the art Maya Cinema. Approximately 95 parking spaces are provided for
the development. The affordable apartment units will be marketed to residents earning 80% to 120°/a of
the area median income.
1. Public Hearing
Pursuant to Section 33433 of the California Health and Safety Code, the Bakersfield City Council may,
after a duly noticed public hearing, authorize the Redevelopment Agency to sell or lease the property, for
development pursuant to the Southeast Area Redevelopment Plan upon a determination by the City
Council that the proposed consideration is not less than the fair reuse value of the Property, that the
disposition of the Property will assist in the elimination of blight, and is consistent with the implementation
plan adopted for the Southeast Redevelopment Project Area. The City Council approved this action on
March 11, 2009.
Under Redevelopment Law, Health and Safety Code Section 33433, whenever an agency disposes of
property acquired directly or indirectly with tax increment funds, the agency must sell the property for not
less than the fair market value at its highest and best use in accordance with the redevelopment plan, or at
a price not less than the fair reuse of the proposed use and with the affordability covenants, conditions and
development costs authorized by the sale.
A summary report and reuse analysis prepared by GRC Associates, Inc. is attached that reflects that the
Agency's sales price of $ 1,000,001 for the property is not less than the fair reuse value for the property
and with the required covenants and restrictions, and validated in the enclosed reuse analysis that is
based on the proposed use. The summary report and reuse analysis were available for public inspection
consistent with the requirements of Health and Safety Code Section 33433. In addition, the project will
not result in any significant effects relating to traffic, noise, air or water quality and therefore qualifies as
CEQA exempt under Section 15332 under Infill Development.
2. Disposition and Development Agreement, Financing 8 Construction Timeline:
The deal points for the project have been negotiated and incorporated into the Disposition and
Development Agreement (DDA). Per the DDA, the Agency will convey the site to the Developer for $1
and take back a note for the amount of $1,000,000. The take-back note will be forgiven when the project is
completed and the units have achieved rent up and stabilization.
The Agency will contribute a $2,700,000 construction loan consisting of $2,500,000 from bond proceeds
and $200,000 from the Southeast Redevelopment Project Area Low Mod funds. The $2,700,000 loan will
have zero interest and includes a balloon payment due and payable to the Agency 55 years from the date
of the Agreement. This loan can be subordinated to construction financing for the project and may be
assumed by a subsequent qualified buyer. The loan will be provided to the developer during construction
to provide construction assistance and reimburse the developer for predevelopment expenses.
Construction is anticipated to begin by Fall, 2009 with anticipated completion by Fall, 2010.
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ADMINISTRATIVE REPORT
Conclusion:
Page 3
Millcreek Courtyard LLC, (Southwest Consulting) is a California based company with rock-solid experience
in public/private partnerships, which frequently results in award-winning projects. This impressive record
of accomplishment features successful, high-quality commercial retail and nationally recognized affordable
housing projects in communities throughout Southern California.
The affordable apartment project will be located in an area convenient to amenities, and transportation.
The attractive design will serve the family target population by providing much needed affordable
apartment units which are in great demand in the area. In addition, the project will improve a long-
standing blighted parcel of land within the Southeast Bakersfield Redevelopment Project Area.
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MEETING DATE: March 31, 2009 AGENDA SECTION: New Business
_- -- _ - - -_ ITEM: ~ , Ct.
TO: Bakersfield Redevelopment Agency
FROM: Donna L. Kunz, Deputy Executive Director DEPARTMENT HEA[~
DATE: March 20, 2009 GENERAL COUNSEL
EXECUTIVE DIRECTOR
SUBJECT: Resolution authorizing the Bakersfield Redevelopment Agency to apply `for Sate of
California Department of Housing and Community Development Infill Infrastructure Grant
Program funds in the amount of $10,847,200 for the Southeast Bakersfield and Old Town
Kern Redevelopment Project Areas
RECOMMENDATION:
Staff recommends approval of the application submission, adoption of the resolution, and authorize the
City Manager or his designee to execute all necessary agreements and documents and make minor
revisions if required.
BACKGROUND:
The California Department of Housing and Community Development is accepting applications under the
Infill Infrastructure Grant Program (IIGP) for funding to assist in the new construction and rehabilitation of
infrastructure that supports higher-density affordable and mixed-income housing in locations designated
as infill. The IIGP provides an opportunity for cities to address an existing gap by providing financial
assistance for infrastructure improvements necessary to facilitate new infill housing developments. The
deadline for the competitive application is April 1, 2009.
Staff is proposing to apply fora new Infill Infrastructure Grant in the amount of
$10,847,200 to assist with the costs of construction, rehabilitation, demolition, acquisition, or other
ph~sical improvement to the infrastructure supporting the Mill Creek Qualifying Infill Area. Specifically,
17 `' /18"' Street Mill Creek Plaza- hardscape Improvements, landscaping, safety fencing and
lighting; Central Park landscape and hardscape improvements, 20"' Street parking structure; Q
Street Improvements - Streetscape, sidewalks, lighting etc.; Additional Street Improvements
required for South Mill Creek- sidewalks, streetlights, street trees, irriq~ation, curb/gutter,
pedestrian crossings, and pedestrian walkways on S and R Streets and on 13` and 14"' Streets.
The Mill Creek project is planned to stimulate new commercial, industrial, and residential construction,
through the rehabilitation of existing commercial and industrial building sites, and through infrastructure
improvements.
This attached resolution authorizes city staff to execute and submit the IIGP application and necessary
agreements and documents required by California Department of HCD, to receive the Grant funds.
Attached: Resolution
List of proposed Infrastructure Projects
Grant Application -cover sheet and information
S:Wdmins\RDA\RDA Admins 2009\IIG Prop1C 33109.doc
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MEETING DATE: March 31, 2009 AGENDA SECTION: New Business
ITEM: `l. L~.
TO: Bakersfield Redevelopment Agency
FROM: Nelson K. Smith, Finance Officer DEPARTMENT HEAD,
DATE: March 19, 2009 CITY ATTORNEY,
CITY MANAGER,
SUBJECT: Redevelopment Agency Tax Allocation Bonds 2009 Series A, B, C 8~ D
1. Resolution of the governing board of the Bakersfield Redevelopment Agency
authorizing issuance of not to exceed $16.5 million of 2009 Tax Allocation Bonds;
approving the form of related legal documents, authorizing modifications thereto and
authorizing and directing execution and delivery thereof, as modified; approving and
authorizing distribution of Preliminary Official Statements and preparation and
distribution of an Official Statement to be derived therefrom following sale of the
bonds; and authorizing related actions.
2. Resolution of the governing board of the Bakersfield Redevelopment Agency
authorizing the expenditure of Bakersfield Redevelopment Agency funds for
construction of those certain public improvements specified in the Series "A" and
Series "B" 2009 Tax Allocation Bonds and making certain determinations in
connection therewith.
3. Resolution of the governing board of the Bakersfield Redevelopment Agency
authorizing the expenditure of Bakersfield Redevelopment Agency low and moderate
housing funds for construction of affordable housing projects outside the individual
project areas and the combining of the low and moderate housing tax increment for all
three project areas as the security of the Series "D" 2009 Tax Allocation Bonds and
making certain determinations in connection therewith.
RECOMMENDATION: Staff recommends adoption of the resolutions.
BACKGROUND:
City/Agency staff have been planning and anticipating several redevelopment projects for several
months. An overview of these potential bond funded projects was provided to the Agency members
at their October 13, 2008 meeting. The proposed projects include the following:
• Property Acquisition adjacent to Mill Creek at 600 17~' Street
• Construction of Sewer Lift Station, Wet 8 Dry Utilities on 18~' and 19~' Street
• Property Acquisition adjacent to Mill Creek at 600 8~ 602 18~' Street
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ADMINISTRATIVE REPORT
• Infrastructure Improvements for Mill Creek Linear Park Canal at South Mill Creek
- • Property Acquisition on-California Avenue in the MN Cr-eek vicinity
• Multi-family urban housing project (the Courtyard - 57 units) in the vicinity of South Mill Creek
• Multi-family for sale town-homes (Creekview - 36 units) between R, S, 14~', 8 Calif. Ave
• Mixed use project involving reuse of a property at 1612 19~' Street (City Lofts)
• Affordable senior housing rental project (19~' Street Plaza) on Mill Creek at 18~' 8 19"' Streets
The estimated cost of completing these projects is approximately $13,625,000. However, the exact
amount of funds necessary to complete each of the individual projects is not known at this time and
several of the projects are subject to negotiations and / or formal bidding processes that are in
various stages of completeness. In addition to the estimated construction proceeds, we need to
include funding for required debt service reserve funds, legal fees, and other costs associated with
the issuance of the bonds. The total par amount of the bonds sold will not exceed $16.5 million.
We are requesting to move forward with this bond sale at this time so we can provide some
assurance to the other parties involved (property owners and/or contractors) that funds are actually
available to enter into binding contracts. Both the City and the Agency have a long history of not
entering into agreements until funding is in place.
THE BOND STRUCTURE:
The bond sale is being structured in four (4) separate series of bonds. The four series are separated
by project type and/or by project area. The Series A bonds will fund those projects that qualify for tax
exempt funding and are located in the Old Town Kern project area. The Series B bonds will fund
those projects that qualify for tax exempt funding and are located in the Southeast project area. The
Series C bonds will fund projects in the Southeast project area that do not qualify for tax exempt
financing. Finally, the Series D bonds will fund Low and Moderate Housing related projects that can
be repaid with housing set-aside funds. Housing projects from all three project areas will be
combined in the Series D bonds for marketing purposes, but it is the intent of staff to repay the debt
on a proportionate basis; matching the individual projects with the project area housing funds.
FINANCING DOCUMENTS:
The various documents we are asking the Agency to approve "as to form" include various Bond
Indentures, Preliminary Official Statements, Bond Purchase Agreements, and Continuing Disclosure
Certificates.
The Bond Indentures provide the basic framework, structure and definition for the various series of
bonds. These documents set out all the rules that must be followed and detail the legal basis for the
bond administration.
The Preliminary Official Statement is the disclosure document provided by the Agency and the
Underwriter to prospective purchasers of the Bonds and the Final Official Statement is the disclosure
document provided by the Agency to the Underwriter of the Bonds who then in tum provides the
document to purchasers of the Bonds. In connection with the Preliminary Official Statements, the
Agency must execute a Rule 15c2-12 Certificate, in which the Agency represents that the Preliminary
Official Statement has been "deemed final" within the meaning of the Securities and Exchange
Commission Rule.
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ADMINISTRATIVE REPORT
The Purchase Contract requires the- Underwriter to-purchase the Bonds, provided certain terms and
conditions set forth therein are met by the Agency and other parties. The Continuing Disclosure
Certificates set out the Agency's obligation under S.E.C. Rule 15c2-12 to provide updated financial
and operating information to certain securities information repositories on an annual basis and to
provide notices of certain material events to such securities information repositories upon the
occurrence of such material events.
Finally, there are two resolutions that make certain determinations regarding the use of tax increment
revenues. One resolution makes findings that the public improvements being considered are of
public benefit to the project areas. The other resolution allows for the joint pledge of housing set-
aside funds from the three project areas as the funding source for the housing set-aside bonds.. The
housing set-aside bonds include funding for projects in each of the three project areas.
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MEETING DATE: March 31, 2009 AGENDA SECTION: New Business
ITEM: '~ . G .
TO: Bakersfield Redevelopment Agency APPROVED
FROM: Donna L. Kunz, Deputy Executive Director DEPARTMENT HEAD
DATE: March 19, 2009 GENERAL COUNSEL
EXECUTIVE DIRECTOR
SUBJECT: Amendment No. 1 to Agreement No. RA08-009 with AMCAL Santa Fe Fund, L.P. for the
construction of 55 affordable multi-family units and 1 Manager's Unit located at 701 Union
Avenue in an amount not to exceed $400,000 for eligible project construction costs.
RECOMMENDATION:
Staff recommends approval.
BACKGROUND:
On July 14, 2008, the Bakersfield Redevelopment Agency approved a Disposition and Development
Agreement (DDA~ with AMCAL Santa Fe Fund, L.P., to purchase the vacant lot at 701 Union Avenue
The DDA sold the property to AMCAL Santa Fe Fund, L.P. based on a summary report and reuse analysis
prepared by GRC and Associates that reflected the Agency's sales price of $1.00 for the property is not
less than the fair reuse value for the property and with the required covenants and restrictions on the
proposed use. The project consists of approximately 3,000 square feet of commercial and 55 units of
affordable rental housing. A maximum of 11 of the HOME-assisted units may be rented to low income
persons at or below 60% of the area median income. All units of the project will be rented to households
and families of low and/or very-low income. In addition to the 55 rent restricted units there will be a
manager's unit constructed as part of the project that will not be rent restricted. The project consists of
twenty 2 bedroom units, thirty-two 3 bedroom units and four 4 bedroom units with an average square
footage of 945 square feet. An agreement was approved by the City Council on June 25, 2008 to provide
HOME Investment Partnership funds for off-site improvements including impact fees, permit fees, utility
hook-ups and on-site construction costs. This loan is contingent on AMCAL receiving State of California
Tax Credits to provide the majority of financing for this project. AMCAL received their tax credit allocation
on October 1, 2008.
AMCAL Santa Fe Fund, LP has requested additional Agency assistance for the project in the amount of
$400,000 for the project. Unfortunately this is due to the loss of value in the tax credits as a result of the
extreme credit crisis in the current financial markets. The additional assistance will be provided in the form
of a residual receipts note secured by a deed of trust on the property. The exact amount of assistance will
be determined after the tax credits are sold, however the assistance will not exceed $400,000. The entire
balance of the note will be due in April of 2066. This Agreement will reimburse AMCAL Santa Fe Fund, LP
towards project construction costs upon project completion and an issuance of a Certificate of Completion.
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ADMINISTRATIVE REPORT
Page 2
Staff is requesting that the Bakersfield Redevelopment Agency approve Amendment No. 1 to Agreement
No. RA08-009 for this essential affordable housing project located in the Southeast Redevelopment
Project Area.
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