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HomeMy WebLinkAboutCity Council Resolution 1982-151CITY OF PLYMOUTH Pursuant to due call and notice thereof, a special meeting of the City Council of the City of Plymouth, Minnesota was held on tt e 29th day of March , 19 82. The following members were preSent:Ma rl. Schneider and Threinen The following members were absent: Councilmember Hoyt Councilmember Schneider introduced the following Resolution and moved its adoption: RESOLUTION NO. 82-151 AMENDING RESOLUTION NO. 82 -43 -AUTHORIZING THE ISSUANCE AND SALE OF $350,000 INDUSTRIAL DEVELOPMENT REVENUE BONDS (LINHEN PROJECT; BIG BEAR CONSTRUCTION, INC., LESSEE) SERIES 1982 PRUSUANT TO MINNESOTA STATUTES, CHAPTER 474 WHEREAS, the City Council of the City of Plymouth (the "City") adopted Reso- lution No. 82-43 on January 18, 1982, authorizing the issuance and sale of the City's $350,000 Industrial Development Revenue Bond (Linhen Project; Big Bear Construction, Inc., Lessee) Series 1982 (the "Bond"); WHEREAS, Linhen, a Minnesota partnership (the "Company") and the Summit State Bank of Bloomington, Minnesota (the "Purchaser"), have requested an amendment to the terms of the Bond, generally, that the Bond be issued and amortized over a 25 year period and be subject to prior redemption by the City on April 1, 1982: NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Plymouth, Minnesota, that the Bond shall be issued substantially in accordance with the form of bond attached to and made a part of this Resolution as Exhibit 1 and that this Council's Resolution 82-43 shall be and hereby is amended to the same extent but shall otherwise remain in full force and effect. The motion for the adoption of the foregoing Resolution was duly seconded by COUncilmember Moen , and upon vote being taken thereon, the T577—owing vote n favor thereo : Mayor Davenport CnunrilmPmhPrc MnPn, Schneider and Threinen The following voted against or abstalined; Whereupon the Resolution was declared duly passe an A op e Exhibit 1 UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN CITY OF PLYMOUTH INDUSTRIAL DEVELOPMENT REVENUE BOND (Linhen Project; Big Bear Construction, Inc., Lessee) Series 1982 KNOW ALL MEN BY THESE PRESENTS that the City of Plymouth, in the County of Hennepin and the State of•Minnesota (the "City"), for value received, promises to pay to Summit State Bank of Bloomington (the "Bank"), in the City of Bloomington, Minnesota, or its registered assigns, solely from the source and in the manner hereinafter pro- vided, the principal sum of Three Hundred Fifty Thousand Dollars ($350,000) on April 1, 2007, upon presentation and surrender hereof, and to make prepayments of said principal sum in installments as hereinafter provided, and to pay the registered owner hereof interest on the outstanding and unpaid balance of advances on account of such principal sum from the date hereof until said balance of the principal sum is paid. Principal and interest are payable as follows: (a) Commencing on May 1, 1982, and continuing on the first day of each month to and including March 1, 2007, the sum necessary to amortize the total amount advanced hereunder (the "Principal Balance") in accordance with a standard 25 year amortization table at the rate of twelve percent (12.00%) per annum; and (b) On April 1, 2007, a final installment equal to the entire Principal Balance then remaining unpaid plus accrued interest. All payments under this Bond shall be applied first to interest due on the unpaid Principal Balance and next to reduction of the Principal Balance. Principal and interest shall be paid to the registered holder hereof in Federal or other immediately available funds at the offices of Summit State Bank of Bloomington, in the City of Bloomington, Minnesota. This Bond is issued pursuant to the Minnesota Municipal Indus- trial Development Act, Minnesota Statutes, Chapter 474, as amended (the "Act"), and in conformity with the provisions, restrictions and limitations thereof. This Bond does not constitute a charge against the general credit or taxing powers of the City and does not grant to the owner or holder of this Bond any right to have the City levy any taxes or appropriate any funds for the payment of the principal hereof or interest hereon, nor is this Bond a general obligation of the City or an obligation of the individual officers or agents thereof. The principal amounts of this Bond and the interest thereon are payable solely from the moneys received under the Loan Agreement and the Mortgage hereinafter mentioned, including loan repayments to be made by Linhen, a Minnesota general partnership (the "Company"). This Bond has been authorized by law to be issued and has been issued by the City for the purpose of funding a loan from the City to the Company to finance the costs of the construction by the Company of a Project, as defined by Section 474.02, Subdivision la of the Act, consisting of the acquisition of land and the construction and equipping thereon of a facility to be leased by the Company to Big Bear Construction, Inc., a Minnesota corporation (the "Tenant"), for use in Tenant's business of restoration of residential and commercial structures and property after casualty. This Bond is issued pursuant to a Loan And Bond Purchase Agree- ment (the "Loan Agreement"), dated as of January 1, 1982, by and among the City, the Bank and the Company, and a Resolution adopted by the City Council of the City on January 18, 1982, as amended by a Resolu- tion adopted by the City Council on March 29, 1982 (collectively the "Resolution"). The Bond is secured by the Loan Agreement, a Pledge Agreement pledging the City's interest in the Loan Agreement to the Bank (the "Pledge Agreement"), dated as of January 1, 1982, and a Combination Mortgage, Security Agreement and Fixture Financing State- ment (the "Mortgage"), dated as of January 1, 1982, from the Company to the Bank, to which Loan Agreement, Resolution, Pledge Agreement, and Mortgage reference is hereby made for a full description and limi- tation of the revenues and funds pledged and appropriated to the payment of this Bond, the nature and extent of the security thereby created, the rights of the holder of this Bond and the rights, duties, immunities and obligations of the Bank, the Company, and the City thereunder. Certified copies of the Resolution and executed counter- parts of the Loan Agreement, the Pledge Agreement, and the Mortgage are on file at the office of the City Clerk. The City may elect to redeem and prepay, at a price of par plus accrued interest tc date of redemption, the unpaid and outstanding principal amount of this Bond on April 1, 1992, and on any Interest Payment Date thereafter. In the event of a "Determination of Taxability," as defined in the Loan Agreement, the Bond shall be deemed to bear and have borne interest from the Date of Taxability as defined in the Loan Agreement until the Bond is fully paid at the initial rate of seventeen and fifty hundredths percent (17.50%) per annum. Upon such Determination of Taxability, the Company shall promptly pay to the Holder of the Bond the difference between (i) the amount of interest that would have been due under the Bond from the Date of Taxability to the date the Determination of Taxability is made if calculated at the applicable rate set forth above and (ii) the amount of interest actually paid under the Bond during such period. This Bond is issued pursuant to and in full compliance with the Constitution and laws of the State of Minnesota, particularly the Act, 2 and pursuant to the Resolution, which Resolution authorizes the execu- tion, and delivery of the Loan Agreement, the Pledge Agreement and the Bond. This Bond is a special obligation of the City payable solely from revenues derived from the Loan Agreement, including payments required to be made thereunder by the Company in amounts sufficient to pay the principal of, premium, if any, and interest on, and fees and expenses in connection with, the Bond as the same become due and payable. This Bond does not constitute an indebtedness of the City within the meaning of any constitutional or statutory limitation and does not constitute a charge against the general credit or taxing powers of the City. As provided in the Resolution, and subject to certain limitations set forth therein, this Bond is transferable by the Registered Holder hereof upon surrender of this Bond for transfer at the office of the City Clerk, duly endorsed or accompanied by a written instrument of transfer in the form satisfactory to the City and executed by the Registered Holder hereof or its attorney duly authorized in writing. Thereupon the City shall execute and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the trans- feree, of an authorized denomination, in aggregate principal amount equal to the then outstanding principal amount of this Bond, of the same maturity, and bearing interest at the same rate. This Bond shall be initially registered in the name of Summit State Bank of Bloomington, Bloomington, Minnesota. In addition, and subject to certain limitations set forth in the Resolution, the registered Holder of the Bond may request the City to issug, at the sole expense of the Holder, new registered bonds in exchange for the outstanding principal amount of the Bond in multiples of $1,000, bearing interest at the same rate as the Bond to be exchanged, maturing serially and annually in the same amounts and on the same dates as the then unpaid principal amount of such Bond, and in such form as shall be approved -by the City Attorney and bond counsel to the City. s IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, con- ditions and things required to exist, happen and be performed prece- dent to and in the execution and delivery of the Loan Agreement and the Resolution and the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law and that the issuance of this Bond, together with all other obli- gations of the City on the date hereof and on the date of its actual issuance and delivery, does not exceed or violate any constitutional or statutory limitation of indebtedness. 3 IN WITNESS WHEREOF, the City sota, by its governing body, has its name by the manual signatures sealed with its official seal, and of this day of of Plymouth, Hennepin County, Minne- caused this Bond to be executed in of its Mayor and City Manager, and has caused this Bond to be dated as . 1982. City Manager Mayor 4