HomeMy WebLinkAboutCity Council Resolution 1992-574Extract of Minutes of Meeting of the
City Council of the
City of Plymouth, Minnesota
Pursuant to due call -and notice thereof, a regular meeting of the City Council of the
City of Plymouth, Minnesota was duly held at the City Hall in said City on Monday, the 21st
day of September, 1992, at 7 o'clock P.M.
The following members were present: Mayor Bergman, Councilmembers Edson,
Helliwell, and Tierney
and the following were absent: Counc i lmember vas i 1 iou
Member Helliwell introduced the following resolution and moved its
adoption:
RESQUITION NO. 92-574
RESOLUTION AUTHORIZING
THE ISSUANCE AND SALE OF
$3,750,000 MULTIFAMILY HOUSING REVENUE REFUNDING BONDS
(LANCASTER VILLAGE APARTMENTS PROJECT'), SERIES 1992
TO FINANCE A PROJECT
The motion for the adoption of the foregoing resolution was duly seconded by
member Edson and upon vote being taken thereon the following voted in favor
thereof: Mayor Bergman, Councilmembers Edson, Helliwell, and Tierney
and the following voted against the same: None
whereupon said resolution was declared duly passed and adopted.
641114
RESOLUTION NO. 92-574
RESOLUTION AUTHORIZING
THE ISSUANCE AND SALE OF
$3,7S0,000 MULTIFAMILY HOUS: 1G REVENUE REFUNDING BONDS
(LANCASTER VILLAGE APARTMENTS PROJECT), SERIES 1992
TO FINANCE A PROJECT
BE IT RESOLVED by the Council of the City of Plymouth, Minnesota, as follows:
1. The Council has received a proposal from Gary S. Holmes and Harold
Roitenberg, Trustees of the Lanvilar Trust, created under Agreement and Declaration of the
Lanvilar Property Trust effective as of the date of issuance of the Bonds described below
(the "Borrower") that the City undertake to refinance an existing tax-exempt Note and
finance a certain Project as herein described, pursuant to Minnesota Statutes, Sections
469.152 through 469.165 (the "Act"), through issuance by the City of its $3,750,000
Multifamily Housing Revenue Refunding Bonds (Lancaster Village Apartments Project),
Series 1992 (the "Bonds").
2. It is proposed that, pursuant to a Loan Agreement dated as of October 1,
1992, between the City and the Borrower (the "Loan Agreement"), the City loan the
proceeds of the Bonds to the Borrower to refund the outstanding principal balance of the
$3,750,000 Housing Development Revenue Note (Lancaster Village Apartments Project)
issued by the City on December 30, 1983 (the 'Prior Note") (the 'Project'). The basic
payments to be made by the Borrower under the Loan Agreement are fixed so as to
produce revenue sufficient to pay the principal of; premium, if any, and interest on the
Bonds when due. It is further proposed that the City assign its rights to the basic payments
and certain other rights under the Loan Agreement to First Trust National Association in
Saint Paul, Minnesota (the 'Trustee") as security for payment of the Bonds under an
Indenture of Trust dated as of October 1, 1992 (the "Indenture"). Payment of the Bonds is
initially secured by an irrevocable Letter of Credit to be issued by First Bank National
Association in favor of the Trustee in an amount equal to the principal amount of the Bonds
plus certain additional interest thereon. The Bonds are intended to be placed with
accredited investors by Miller & Schroeder Financial, Inc. (the'Placement Agent', pursuant
to an Offering Memorandum (the "Memorandum").
3. Forms of the following documents will be executed by the City in connection
with issuance of the Bonds:
(a) The Loan Agreement;
(b) The Indenture;
(c) The Custodial Agreement; and
641114
0
Resolution No. 92-574
(d) The Bond Purchase Agreement.
The use of the Memorandum is hereby approved, but the City takes no responsibility for any
of the information contained therein.
4. It is hereby found, determined and declared that:
(a) it is desirable that the Bonds be issued by the City upon the terms set
forth in the Indenture;
(b) the basic payments under the Loan Agreement are fixed to produce
revenue sufficient to provide for the prompt payment of principal of; premium, if any,
and interest on the Bonds issued under the Indenture when due, and the Loan
Agreement and Indenture also provide that the Borrower is required to pay all
expenses of the operation and maintenance of the Project, including, but without
limitation, adequate insurance thereon and insurance against all liability for injury to
persons or property arising from the operation thereof j and all taxes and special
assessments levied upon or with respect to the Project Premises and payable during
the term of the Loan Agreement and Indenture; and
(c) under the provisions of Minnesota Statutes, Section 469.155, and as
provided in the Loan Agreement and Indenture, the Bonds are not to be payable
from or charged upon any funds other than the revenue pledged to the payment
thereof; the City is not subject to any liability thereon; no holder of any Bonds shall
ever have the right to compel any exercise by the City of its taxing powers to pay any
of the Bonds or the interest or premium thereon, or to enforce payment thereof
against any property of the City except the interests of the City in the Loan
Agreement which have been assigned to the Trustee under the Indenture; the Bonds
shall not constitute a charge, lien or encumbrance, legal or equitable upon any
property of the City except the interests of the City in the Loan Agreement which
have been assigned to the Trustee under the Indenture; the Bonds shall recite that
the Bonds are issued without moral obligation on the part of the state or its political
subdivisions, and that the Bonds, including interest thereon, are payable solely from
the revenues pledged to the payment thereoP, and, the Bonds shall not constitute a
debt of the City within the meaning of any constitutional or statutory limitation.
5. The forms of the Loan Agreement, Indenture, Custodial Agreement and Bond
Purchase Agreement and exhibits thereto shall be subject to the final approval of the City
Attorney. The Loan Agreement, Indenture, Custodial Agreement and Bond Purchase
Agreement are directed to be executed in the name and on behalf of the City by the Mayor
and the Acting City Manager. Any other documents and certificates necessary to the
transaction described above shall be executed and delivered by the appropriate City officers.
Copies of all of the documents necessary to the transaction herein described shall be
delivered, filed and recorded as provided herein and in the Loan Agreement and Indenture.
641114
Resolution No. 92-574
6. The City shall proceed forthwith to issue its Bonds, in the form and upon the
terms set forth in the Indenture. The offer of the Placement Agent to place the Bonds for
sale as of the date of issuance of the Bonds at par plus accrued interest to the date of
delivery at the interest rate or rates determined by the Placement Agent as remarketing
agent in accordance with the terms of the Indenture is hereby accepted The Mayor and
Acting City Manager are authorized and directed to prepare and execute the Bonds as
prescribed in the Indenture and to deliver them to the Trustee for authentication and
delivery to the bond purchaser indicated by the Placement Agent.
7. The Mayor and Acting City Manager and other officers of the City are
authorized and directed to prepare and furnish to the Placement Agent on behalf of the
bond purchaser 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 of the Bonds as such facts appear from the books and records in the
officers' 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.
8. The approval hereby given to the various documents referred to above
includes approval of such additional details therein as may be necessary and appropriate and
such modifications thereof, deletions therefrom and additions thereto as may be necessary
and appropriate and approved by the City Attorney and the City officials authorized herein
to execute said documents prior to their execution; and said City officials are hereby
authorized to approve said changes on behalf of the City. The execution of any 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 of the Mayor or Acting City Manager, any of the documents authorized by this
resolution to be executed may be executed by the acting Mayor or the designee of the
Acting City Manager, respectively.
Adopted: September 21, 1992
ATTEST
City Clerk
(SEAL)
641114
3
Mayor
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF PLYMOUTH
I, the undersigned, being the duly qualified and acting Clerk of the City of Plymouth,
Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing
extract of minutes with the original thereof on file in my office, and that the same is a full,
true and complete transcript of the minutes of a meeting of the City Council of said City
duly called and held on the date therein indicated, insofar as such minutes relate to the
authorization of the issuance of the $3,750,000 Multifamily Housing Revenue Refunding
Bonds (Lancaster Village Apartments Project), Series 1992.
WITNESS my hand and the seal of said City this 7thday of October 1992
1992.
(SEAL)
641114
4
City Clerk