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Home My WebLink AboutResolution - 2025-R0353 - LHFC Tax-Exempt Multifamily Housing Revenue Bonds, Hillcrest Manor Apts - 07/22/2025Resolution No. 2025-R0353 Item No. 7.10 July 22, 2025 RESOLUTION WHEREAS, the Lubbock Housing Finance Corporation (the "Corporation") is a public, nonprofit corporation established for the purpose of providing affordable housing within the City of Lubbock, Texas; and WHEREAS, the Corporation has proposed to issue one or more series of tax exempt multifamily housing revenue bonds in an aggregate face amount of not more than $25,000,000 (the "Bonds"); and WHEREAS, the Bonds will be issued for the benefit of EC Hillcrest Manor, LLC or an affiliate thereof (the `Borrower"), in connection with the acquisition, rehabilitation and equipping of approximately 220 multifamily rental housing units located at 1102 North Memphis Avenue, Lubbock, Texas 79415 known as Hillcrest Manor Apartments, all of such units located in the City of Lubbock, Texas (the "Project"); and WHEREAS, pursuant to the provisions of Section 147(� of the Internal Revenue Code of 1986, as amended (the "Code"), the Issuer has caused to be published a notice of a public hearing with respect to the issuance of the Bonds and the financing ofthe Project, and held such a hearing after a reasonable notice on July 9, 2025 (the "TEFRA Hearing"); and WHEREAS, on July 22, 2025, the City Council of the City of Lubbock, Texas held a public hearing in connection with the issuance of the Bonds in accordance with the provisions of Section 394.9025 of the Texas Local Government Code, as amended; and WHEREAS, pursuant to the provisions of Section 147(� of the Code and State law, tlle Mayor oftlle City is the designated "applicable elected representative" authorized to approve, afterthe TEFRA Hearing, the issuance of the Bonds by the Issuer to enable tlie Bonds to qualify as tax-exempt obligations under the Code; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF LUBBOCK, TEXAS, THAT: Section 1. The City Council, solely for the purposes of Section 147(� of the Code, hereby approves the issuance of the Bonds by the Issuer to finance or refinance the Project for the benefit of the Borrower. Section 2. The foregoing approval is given in accordance with the provisions of Section 147( fl of the Code and for no other purposes and is not to be construed as a financial undertaking by the City. The Bonds shall not constitute a liability, indebtedness, or an obligation of the City, nor shall any of tlle assets of the City be pledged to the payment of the Bonds. Section 3. Following the TEFRA Hearing, the Mayor of the City of Lubbock, Texas is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Texas a Certifcate of Approval for Issuance of Tax- Exempt Multifamily Housing Revenue Bonds, and all related documents. A substantially final form of said Certificate of Approval is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on the22nd day of July , 2025. MARK W. MCBRAYER, AYOR ATTEST: Courtney Paz, City Secretary APPROVED AS TO CONTENT: - /�G�1— Joe ne , ief Financial Officer APPROVED AS TO FORM: � Matt w L. Wade, City Attorney ccdocs IIIRES. Hil icrest Manor 4929-9930-0177 July 22, 2025 Resolution No. 2025-R0353 GENERAL AND NO LITIGATION CERTIFICATE OF THE CITY OF LUBBOCK We hereby certify that we are duly elected or appointed and acting officers of the City of Lubbock, Texas (the "City "). We do hereby further certify that: 1. This Certificate is for the benefit of the Attorney General of the State of Texas (the "Attorney General ") and all persons interested in the validity of the proceedings of The Lubbock Housing Finance Corporation (the "Corporation ") related to the issuance by the Corporation of its tax-exempt obligations for the Hillcrest Manor Apartments project, to be issued in one or more series in an aggregate principal amount not to exceed $25,000,000 (the "Bonds "). 2. The City Council (the "Governing Body ") of the City authorized the membership of the City in the Corporation, a housing finance corporation created pursuant to the Texas Housing Finance Corporations Act, Chapter 394, Local Government Code, as amended (the "Act "), and approved the Articles of Incorporation and Bylaws of the Corporation (and all amendments thereto). 3. The City has appointed Nicholas Bergfeld, Thomas Couture, Tyler Craft, W. Paul Dannevik, Vickie Noyola-A1 Souki, Kyndra VVatson and Carl Russell to act as members of the board of directors of the Corporation. Each individual is a resident of a city or county which is a member of the Corporation. 4. The Governing Body has taken no action pursuant to the Act, including Section 394.016(c) thereof, or otherwise, to limit the effectiveness of the resolution authorizing the issuance of the Bonds or in any way affecting the proceedings relating to the issuance of the Bonds. 5. The Governing Body has not created any other Corporation that currently has the power to make home mortgages or loans to lending institutions, the proceeds of which are to be used to make home mortgage or loans on residential developments. 6. No litigation is pending, or to our knowledge threatened, in any court in any way affecting the existence of the Corporation or seeking to restrain or to enjoin the issuance, sale or delivery of the Bonds, or in any way contesting or affecting the validity or enforceability of the Bonds or the financing documents to which the Corporation is a party, or contesting in any way the completeness or accuracy of any disclosure document prepared in connection with the issuance of the Bonds, or contesting the powers of the Corporation or its authority with respect to the financing documents to which it is party. 7. Each of the undersigned officers of the City hereby certifies that he or she is the duly elected or appointed incumbent of the office appearing below his or her signature and that the signature of the other officer appearing below is the true and correct signature of such person. 8. The Attorney General of the State of Texas is hereby authorized and directed to date this certificate concurrently with the date of his approval of the Bonds and this Certificate shall be 02 - General and No Litigation Certificate - Hillcrest Manor 4908-6092-3729 v3 2326981 deemed for all purposes to be accurate and correct on and as of that date and on and as of the date of the initial issuance and delivery of the Bonds to the initial purchasers thereof. 9. By his or her signature hereto, the undersigned representative of the Governing Body assumes no liability whatsoever with respect to the Bonds. The Bonds are not an indebtedness of the Governing Body or the City and the Governing Body and the City shall have no liability therefor. [Remainder of Page Intentionally Left Blank] EXECUTED AND DELIVERED AS OF THE DATE SET FORTH BELOW. ITY OF LUBBOCK TEXAS � �� By Mark W. McBrayer, Mayor ATTEST By City Secretary DATED: [TO BE DATED BY ATTORNEY GENERAL OF THE STATE OF TEXAS] Resolution No. 2025-R0353 CERTIFICATE OF HEARING OFFICER I, the undersigned, acting as hearing officer (the "Hearing Officer "), do hereby make and execute this certificate for the benefit of all persons interested in the proposed issuance of one or more series of tax-exempt obligations by The Lubbock Housing Finance Corporation in an aggregate principal amount not to exceed $25,000,000 (the "Bonds ") for the beneft of EC Hillcrest Manor, LLC, or an affiliate thereof, in connection with the acquisition, rehabilitation and equipping of an approximately 220-unit multifamily rental housing development located at 1102 North Memphis Avenue, Lubbock, Texas 79415 (the "Development "). I hereby certify as follows: 1. That I am the duly appointed Hearing Officer for the public hearing that was held on July 9, 2025, at 10:00 a.m. Central time telephonically whereby all interested persons could monitor and participate in the hearing by calling (877) 853-5247 (a toll-free telephone number) and entering 802-469-2463, followed by a pound key (#), in connection with the issuance of the Bonds. 2. That notice of the public hearing was published no less than seven days before the date of the public hearing in a newspaper or newspapers of general circulation available to residents of the City of Lubbock, Texas, as described in Exhibit A attached hereto; the notice included the date, time and place of the public hearing, the location, a description of the Development and the maximum aggregate principal amount of the Bonds. 3. That all interested persons appearing at the public hearing telephonically were given an opportunity to comment on the proposed issuance of the Bonds and the Development. The names and comments of all interested persons appearing at the public hearing, if any, are set forth in Exhibit A attached hereto. 4. That after giving all interested persons an opportunity to attend the hearing telephonically by dialing into the toll-free telephone conference line number noted above and comment, the public hearing was declared closed. 5. That copy of the affidavit of publication of notice of public hearing is set forth in Exhibit B attached hereto. [Remainder of Page Intentionally Left Blank] Certificate of Hearing Officer - Hillcrest Manor 4924-5482-4785 v3.docx 2323291 WiTT�Ess Mv HAN� this 9th day of July, 2025. .f �� ,� Shari Flynn, Hearing Resolution No. 2025-R0353 CERTIFICATE OF APPROVAL FOR ISSUANCE OF TAX-EXEMPT OBLIGATIONS I, the chief elected executive officer of the City of Lubbock, Texas, elected at-large by the voters of the City of Lubbock, Texas, make this certificate solely to satisfy the requirements of Section 147(� of the Internal Revenue Code of 1986, as amended, with respect to the proposed issuance of one or more series of tax-exempt obligations by The Lubbock Housing Finance Corporation (the "Corporation ") in an aggregate face amount of not more than $25,000,000 (the "Bonds "). The Bonds will be issued for the benefit of EC Hillcrest Manor, LLC, or an affiliate thereof (the "Borrower "), in connection with the acquisition, rehabilitation and equipping of a multifamily housing development known as Hillcrest Manor Apartments located at 1102 North Memphis Avenue, City of Lubbock, Texas 79415 and consisting of approximately 220 units (the "Development "). It is anticipated that a wholly-owned affiliate of the Corporation will own the land on which the Development is located and lease such land to the Borrower. Further, it is anticipated that the managing member of the Borrower will be wholly-owned by West Texas Housing Foundation, an affiliate of the Corporation. A public hearing was held on behalf of the City of Lubbock, Texas, by Shari Flynn, the designated hearing officer, as described in the attached Certificate of Hearing Officer. As the "applicable elected representative" of the City of Lubbock, Texas, I approve the issuance of the Bonds in the amount and for the purpose described above. This approval is not: (1) a warranty by the City of Lubbock, Texas, the Mayor of the City of Lubbock, Texas, or of any agency, political subdivision, or instrumentality of the State of Texas that the Bonds will be paid or that any of the obligations assumed in connection with issuance of the Bonds will in fact be performed; (2) a pledge of the faith and credit of the State of Texas or of any agency, political subdivision, or instrumentality the State of Texas; or (3) a warranty of the validity of the corporate existence of the Corporation or of the Bonds themselves. IN WIT'NESS WHEREOF, I have officially signed my name in the City of Lubbock, Texas, on the date set forth below. _L Mark W. McBrayer, Mayor City of Lubbock, Texas Dated: �� , 2025 03 - TEFRA Approval Certificate - Hillcrest Manor 4904-4155-8865 v3 2323491 ExxisiT A MINUTES OF PUBLIC HEARING A public hearing was held by The Lubbock Housing Finance Corporation (the "Issue�� ") telephonically whereby all interested persons could monitor and participate in the hearing by calling (877) 853-5247 (a toll-free telephone number) and entering 802-469-2463, followed by a pound key (#), on July 9, 2025, beginning at 10:00 a.m. Central time. The hearing was held with respect to the proposed issuance by the Issuer of not to exceed $25,000,000 of tax-exempt obligations in one or more series (the "Bonds ") in satisfaction of the requirements of Section 147(� of the Internal Revenue Code of 1986, as amended, regarding the public approval prerequisite to the excludability of the interest on the Bonds from gross income for federal income tax purposes. The notice of public hearing published in the LubbockAvalanche-Journal on June 26, 2025 indicated that the proceeds of the Bonds will be used to finance the acquisition, rehabilitation and equipping of Hillcrest Manor Apartments (the "Developrraent "), located within the geographic limits of the City of Lubbock, Texas, by EC Hillcrest Manor, LLC, or an affiliate thereof (the "Borrower "). Present at the hearing on behalf of the Issuer were Shari Flynn, the hearing officer for the Issuer (the "Hearing Officer "), Ryan J. Bowen and Michelle Krofel of Chapman and Cutler LLP, bond counsel to the Issuer, Steven Strother of Maynard Nexsen, counsel to the Borrower, and Tyler Hunt of Envolve Communities, LLC, an affiliate of the Borrower. The Hearing Ofiicer called the meeting to order and asked if there were any interested persons present who wished to express their views with respect to the issuance of the Bonds, or the Development being fnanced. No one expressed an interest to speak. Whereupon the Hearing Officer closed the public hearing at 10:15 a.m. EXHIBIT B AFFLDAVIT OF PUBLICATION OF NOTICE OF PUBLIC HEARING �ocA��c�r Austin American-Statesman p0 Box 631667 Cincinnati, OH 45263-1667 Amarillo GIQbe-News Lubbock Avalanche-Joumal AFFIDAVIT OF PUBLICATION Gus Egloff Miller Adv 515 Madison AVE # 97'HFL Suite 1016 New York NY 10022-5403 STATE OF WISCONSIN, COUNTY OF BROWN The Avalanche-Journal, a daily newspaper of general circulation in the countles of: Cochran, Crosby, Dawson, Floyd, Gaines, Garza, Hale, Hockley, Lamb, Lubbock, Lynn, Motley, Terry and Yoakum, Texas; printed and published in Lubbock County, Texas; that the publication, a copy of which is attached hereto, was pub�ished in the said newspaper in the issues dated: 06/26/2025 Swom to and subscribed before on 06/26/2025 Order No: 11430259 # of Copies: Customer No: 1350317 � PO #: R6230003 1'HIS 1S ND"I' r1� INVUTCL! Please do not use [his form jor pa}�ment reniitlance. VICKY FELTY Notary Public State of Wisconsin �_'. Page 1 of 2 THE LUBBOCK HOUSING FINANCE CORPORATION NOTICE OF PUBLIC HEARING In accordance with Section 147(fl of the Internal Revenue Code of 1986, as amended (the "Code'j and Section 394.9025 of the Texas Housing Finance Corporations Act, Chapter 394, Texas Local Government Code, as amended, notice is hereby given that The Lubbock Housing Finance Corporation (the "Corporation'j will hold a public hearing telephonically at 10:00 a.m. Central time on Wednesday, July 9, 2025. All persons interested may monitor and participate in the hearing by calling (877) 853-5247 (a toll-free telephone number) and entering 802-469-2463, followed by a pound key (#) promptly at 10:00 a.m. Central time on Wednesday, July 9, 2025. The Corporation's designated hearing officer will conduct the hearing on behalf of the City of Lubbock, Texas (the "Sponsoring Political Subdivision'j. The purpose of the hearing is to provide residents of the Sponsoring Political Subdivision an opportunity to comment on the proposed issuance by the Corporation of its tax-exempt obligations to be issued in one or more series pursuant to Section 142(a)(7) of the Code (the "Bonds'j in an aggregate principal amount of not more than $25,000,000. The Bonds will be issued for the benefit of EC Hillcrest Manor, LLC or an affiliate thereof (the "Borrower'�, in connection with the acquisition, rehabilitation and equipping of a multifamily housing development known as Hillcrest Manor Apartments located at 1102 North Memphis Avenue, City of Lubbock, Texas 79415 and consisting of approximately 220 units (the "Development'j. The Borrower will own the Development. It is anticipated that a wholly-owned affiliate of the Corporation will own the lantl on which the Development will be located and lease such land to the Borrower. Further, it is anticipated that the managing member of the Borrower will be wholly-owned by West Texas Housing Foundation, an affiliate of the Corporation. The Bonds will be limited obligations of the Corporation, payable solely from the revenues, receipts and resources of the Corporation pledged to their payment. The Bonds will not constitute an indebtedness or obligation of the Sponsoring Political Subdivision (or any other city, county or other municipal or political corporation or subdivision of the State of Texas) or of the State of Texas, or a loan of credit of any of them, within the meaning of any constitutional or statutory provision. All interested persons are invited to attend the hearing telephonically by dialing into the toll-free telephone conference line number noted above and will be given the opportunity to express their views on the proposed issuance of the Bonds. Questions or written comments prior to 4:00 p.m. Central time on Tuesday, July 8, 2025 may be directed to the Corporation, 3212 Avenue Q, Lubbock, Texas 79411, Attention: Shari Flynn at (806) 745-9559 or via e-mail at sflynn@lubbockhousing.com. WCOOCI(ONLINB.GOM I THURSGAY, JVNE 26, I035 � 6b • . C� SS I I� S TO ADVERTISE Visit Our Website: TOAdvertise,visitourwebsite:Cl��sHl�ds.lubAockonlinecom �y�p�� Classifieds.lubboekonline.eom � PublicNotices/Legalsemail: WbboclWLp�bpq�nMtt.com 1 eusiners 8 Servicez amail: WbbockAJBusS�rpyann�tt.com � To portjob openiigs, visit; LubbockonM�.com/jobs PETS I � � �� Cavall�r Kin� C�aMs SpanNl DARLING AK� T�Ite�lor�6 BI�nMI �/ t CI�M�wlth 9unrantHl ReaEv newl fI5W3]SW... lMMlnq 8 0ll�vlry timf woHelMl Call D�IIa.TlSlriJbl] Del� la .]3i!]9�161t ; �R=�� • Ma1110ee Molllpoo WOOMf M 6 F. R ev nvn. 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