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HomeMy WebLinkAboutCity Council Resolution 1992-1731114P 1. -- 16:_5 H, C1 U, -IPH'iEl! EXTRACT OF MINUTES OF MEETING OF THE CITY COUNCIL OF THE CITY OF PLYMOUTH, HENNEPIN COUNTY, MINNESOTA Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Plymouth, Hennepin County, was duly held in the City Hall in said City on Monday, March 16, 1992, at 7:00 o'clock p.m., C.T. The following members of the Council were present: ,Ntayor Berman, COUnC i 1111e111he l -S I le l l i ice l l , Edson, Vas i l i ou, and Tierney -nd the following were absent: None s+Fi •ff ♦�Yi Councilmember Helliwell introduced the following resolution and moved Its adoption: RESOLUTION NO. 92-173 RESOLUTION AUTHORIZING THE SALE AND ISSUANCE OF REVENUE REFUNDING BONDS (CARLSON CENTER PROJECT) SERIES 1992 BE IT RESOLVED by the City Council of the City of Plymouth, Minnesota ("City"), as follows: Section 1. Authorization and Recitals. 1.01. General Authority. The City is authorized by Minnesota Statutes, Sections 469.174 through 469.179, as amended (the "Act") to issue and sell its revenue bonds or obligations payable from tax increment and other revenues to finance in whole or in part the public development costs of economic development projects in related tax increment financing districts and development districts as those terms are defined in the Act, and to refund bonds previously issued under authority of the Act. 1.02. Carlson Center Land Limited Partnership II ("Partnership") is the fee owner of certain land located in the City adjacent to the intersection of Interstate Highway 494 and Carlson Parkway, formerly known as County State Aid Highway 15 (such tract of land being hereinafter referred to as the "Development Property"). Carlson Properties; Inc. (the "Guarantor") and the Partnership (collectively, the 5803/167 PL100-126 "Developer") has devclored and intends to continue to develop the Development Property in phases over ten years for commercial and residential uses. The entire development will be known as, and is hereinafter referred to as, Carlson Center. 1.03. The development of Carlson Center by the Developer, in conjunction with existing and anticipated safety and traffic considerations, necessitated the construction of an interchange on Carlson Parkway, formerly known as County State Aid Highway 15 and improvements to County State Aid Highway 61 ("Highway Improvements") . 1.04. The City paid for construction of the Highway Improvements from the proceeds of the sale of $7,000,000 City of Plymouth, Minnesota, General Obligation Tax Increment Bonds of 1984 (the "Series 1984 Bonds") pursuant to the Act. The City now proposes to issue its Revenue Refunding Bonds (Carlson Center Project), Series 1992 (the "Bonds") for the purpose of refunding the Series 1984 Bonds. The Bonds will be secured by tax increment generated by a tax increment financing district created by the City pursuant to authority conferred by the Act and by the obligations of the Guarantor under the Guaranty Agreement (hereinafter defined). 1.05. The City has duly created a development di: riot which has been designated Development District #1 (the "Project"). The Project includes at least all of the Development Property. The Project has been incorporated into a tax increment financing district duly established (the "District"). All tax increment generated from the Development Property ("Tax Increment") in the District will be pledged and paid to the Trustee (hereinafter defined) to be applied to payment of the principal, premium, if any, and interest on the Bonds. 1.06. Proposed Project and Bonds. Miller & Schroeder Financial, Inc., Bloomington, Minnesota (the Underwriter") and representatives of the Developer have proposed that the City, acting under and pursuant to the Act, issue and sell the Bonds to the Underwriter. The Bonds are to be issued pursuant to this Resolution and an Indenture of Trust (hereinafter defined) by which the City will pledge to the trustee for the benefit of the holders of the Bonds Tax Increment from the District together with certain other revenues. The Bonds are to be further secured by payments to be derived from a Guaranty Agreement and a Surety Bond dated March 26, 1984, as amended by Endorsement (the "Surety Bond"), issued and declared by St. Paul Fire and Marine Insurance Company, St. Paul, Minnesota ("Surety"). 1.07. Documentation. Forms of the following documents relating to the Project and the Bonds have been prepared and submitted to this Council and are hereby directed to be filed in the office of the City Clerk: (a) a Guaranty Agreement (the "Guaranty Agreement"), to be dated as of April 1, 1992, proposed to be made and entered into among the City, Carlson Properties, Inc. (the "Guarantor"), and the Trustee; (b) an Indenture of Trust (the "Indenture") , to be dated as of April 1, 1992, proposed to be made and entered into between the City and First Trust National Association, St. Paul, Minne�;ota, as trustee (the "Trustee") ; (c) a Bond Purchase Agreement (the "Bond Purchase Agreement"), proposed to be made nd entered into by ai.d among the Underwriter, the City and the Guarantor; SNG31167 P!.100-1=6 I UiP I I t.: -:r - H-:�L I IE'-• -' 1P E i I P. -1 (d) a preliminary Official Statement to be dated on or about March 16, 1992 ( the "Preliminary Official Statement") ; (e) an Official Statement (the "Official Statement") to be prepared substantially in the form of the Preliminary Official Statement; (f) the Surety Bond to be issued and delivered by the Surety; and (g) a Remarketing Agreement (the "Remarketing Agreement") , proposed to be made and entered into among the City, the Trustee, the Guarantor, and Underwriter, as trustee for the Series 1984 Bonds. Section 2. Findings. 2.01. The refunding of the Series 1984 Bonds, the authorization of the Bonds, the execution and delivery of the Guaranty Agreement, the Indenture, the Remarketing Agreement and the Bond Purchase Agreement and the performance of all covenants and agreements of the City contained in the Indenture and the Bond Purchase Agreement and cf all other acts and things required under the Constitution and laws of the State of Minnesota to make the Indenture and the Bond Purchase Agreement and the Bonds valid and binding special limited obligations in accordance with their terms, are authorized by the Act. 2.02. It is desirable that the Series 1984 Bonds be redeemed prior to their stated maturity and that the Bonds be issued by the City upon the terms set forth in the Indenture, under the provisions of which the City grants to the Trustee a security interest in certain revenues and payments to be received by the City under the Act, the Guaranty Agreement, and the Surety Bond as security for the payment of the principal, premium, if any, and interest on the Bonds. 2.03. The Tax Increment and payments under the Guaranty Agreement are presently estimated to be adequate to produce income and revenue sufficient to provide for prompt payment of principal of, premium, if any, and interest on all Bonds issued under the Indenture when due. 2.04. The payments to be made pursuant to the Guaranty Agreement and the Surety Bond are adequate to insure that, in the event of any deficiency in Tax Increment, all principal of, premium, if any, and interest on the Bonds will be promptly paid when due. 2.05. Under the provisions of Section 469.178, Subdivision 4 of the Act and as provided in the Indenture and the Bonds, the Bonds are not to be payable from nor charged upon any funds of the City other than the revenues and payments pledged to the payment thereof; the City is not subject to any liability thereon except from the revenues and payments pledged to the payment thereof and no holders of the Bonds shall ever have the right to compel any exercise of the taxing powers of the City and to pay any of the Bonds or the interest thereon nor to enforce payment thereof against any property of the City, except the revenues and payments under the Indenture pledged to the payment thereof; the Bonds shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City, except the revenues pledged to the payment thereof; each Bond issued under the Indenture shall recite that the Bonds, including interest thereon, are payable solely from the revenues and payments pledged to the payment thereof; and no Bond shall constitute a debt of the City within the meaning of any constitutional or statutory limitation; provided, however, that nothing contained in this section shall impair the SNG31167 FL100-1:3 HFA1 1I . hil-L111 - ,V' -I; F.. � rights of the holders of the Bonds or the Trustee to enforce covenants made for the security of the payment of principal of, premium, if any, and interest on the Bonds. Section 3. Approval of Documents. The forms of the Indenture, the Guaranty Agreement, the Surety Bond, the Bond Purchase Agreement and the Remarketing Agreement referred to in Section 1.07 hereof are approved subject to such modifications as are deemed appropriate and approved by the City Attorney and the City Manager, which approval shall be conclusively evidenced by execution of the Indenture, the Guaranty Agreement, the Bond Purchase Agreement, the Remarketing Agreement and the Bonds by the Mayor and City Manager. The forms of the other documents listed in Section 1.07 are approved. The Mayor and City Manager are directed to execute the Guaranty Agreement upon execution thereof by the Guarantor, to execute the Indenture upon execution thereof by the Trustee, to execute the Bond Purchase Agreement and the Remarketing Agreement upon execution thereof by the Underwriter and the Guarantor. Copies of all of the documents shall be delivered, filed and recorded as provided therein. The Mayor, Clerk and City Manager are also authorized and directed to execute such other instruments as may be required to give effect to the transactions herein contemplated. Section 4. The Bonds; Terms, Sale and Execution. 4.01. Authorization. The City hereby authorizes the issuance of the Bonds in the principal amount of $7,755,000 in the form and upon the terms set forth in the Indenture and this resolution, at an initial interest rate not to exceed 6.25%. The Bonds are hereby sold to he Underwriter at the price and upon the terms contained in the Bond Purchase Agreement. 4.02. Execution. The Mayor and City Manager are hereby authorized and directed to execute Me Bonds as prescribed herein and in this Indenture and to deliver them to the Trustee, together with a certified copy of the resolution, the other documents required in the Indenture, and such other certificates, documents and instruments as may be appropriate to effect the transaction herein contemplated. The Trustee is hereby appointed authenticating agent pursuant to Minnesota Statutes, Section 475.55, Subdivision 2. 4.03. Modifications, Absence of Officers. The approval hereby given to the various documents referred to above includes an approval of modifications thereto, deletions therefrom and additions thereto as may be necessary and appropriate and approved by the City Attorney and the City Manager prior to the execution of the documents. The execution of an instrument by the appropriate officer or officers of the City herein authorized shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. In the absence or disability of the Mayor, any of the documents authorized by this resolution to be executed may be executed by the acting Mayor and in the absence or disability of the City Manager by such officer of the City who, in the opinion of the City Attorney, may execute such documents. Section 5. Authentication of Proceedings. The Mayor, City Manager and City Clerk and other officers of the City are authorized and directed to furnish to the Trustee, the Underwriter, the Guarantor and bond counsel certified copies of all proceedings and records of the City relating to the Bonds, and such other affidavits and certificates as may be required to show the facts relating to the legality and marketability of the Bonds as such facts appear SN1331167 PL100-125 from the books and records in the officer's custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein. Section 6. Official Statement. The City hereby authorizes the distribution of the Preliminary official Statement and the Official Statement in substantially the form of the Preliminary Official Statement by the Underwriter to potential purchasers of the Bonds. Section 7. Redemption of Series 1984 Bonds. The City hereby directs the redemption of the Series 1984 Bonds on April 1, 1992. In that connection, this Council authorizes and ratifies the mailing of notice of redemption to the holders of the Series 1984 Bonds, and authorizes the acceptance of the Bond Redemption Guaranty Agreement from the Guarantor. Section 8. Filing. The City Clerk is authorized and directed to file a certified copy of this resolution with the Director of Property Taxation of Hennepin County and to obtain the Certificate required by Minnesota Statutes, Section 475.63. Section 9. Designation of Bonds. In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City makes the following factual statements and representations: (a) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (b) the City hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501(c) (3) bonds as not being private activity bonds) which will be issued by the City (and all subordinate entities of the City) during calendar year 1992 will not exceed $10,000,000; and (d) not more than $10,000,000 of obligations issued by the City during calendar year 1992 have been designated for purposes of Section 265(b)(3) of the Code. 8NC31167 PL100-1:6