HomeMy WebLinkAboutCity Council Resolution 2003-293CERTIFICATE AS TO RESOLUTION AND ADOPTING VOTE
I, the undersigned, being the duly qualified and acting recording officer of the
City of Plymouth, Minnesota (the "City"), hereby certify that the attached resolution is a
true copy of Resolution No. 2003-293, entitled: "RESOLUTION AUTHORIZING THE
ISSUANCE OF VARIABLE RATE DEMAND MULTIFAMILY HOUSING
REVENUE REFUNDING BONDS (HARBOR LANE APARTMENTS PROJECT),
SERIES 2003; ESTABLISHING THE SECURITY THEREFOR AND AUTHORIZING
THE EXECUTION OF DOCUMENTS" (the "Resolution"), on file in the original
records of the City in my legal custody; that the Resolution was duly adopted by the City
Council of the City at a meeting on July 8, 2003, and that the meeting was duly held by
the City Council and was attended throughout by a quorum, pursuant to call and notice of
such meeting given as required by law; and that the Resolution has not as of the date
hereof been amended or repealed.
I further certify that upon vote being taken on the Resolution at said meeting, the
following Councilmembers voted in favor thereof. All members voted in favor
and the following voted against the same: None
and the following abstained from voting thereon or were absent: Mayor Johnson
WITNESS my hand officially this 8th day of July, 2003.
City Clerk
RESOLUTION NO. 2003-293
RESOLUTION AUTHORIZING THE ISSUANCE OF
VARIABLE RATE DEMAND MULTIFAMILY HOUSING
REVENUE REFUNDING BONDS (HARBOR LANE
APARTMENTS PROJECT), SERIES 2003; ESTABLISHING
THE SECURITY THEREFOR AND AUTHORIZING THE
EXECUTION OF DOCUMENTS
BE IT RESOLVED by the City Council of the City of Plymouth, Minnesota (the "City"),
as follows:
Section 1. Recitals.
1.01. It has been proposed that the City refinance its Multifamily Housing Revenue
Bonds (Harbor Lane Apartments Project), Series 1993, issued in the original principal amount of
$9,135,000 and outstanding in the principal amount of $6,965,000 (the "Refunded Bonds"),
through the issuance by the City, pursuant to Minnesota Statutes, Chapters 462A and 462C
(collectively, the "Act"), of its Variable Rate Demand Multifamily Housing Revenue Refunding
Bonds (Harbor Lane Apartments Project), Series 2003, in a principal amount not to exceed
$6,965,000 (the "Bonds") and loan the proceeds to OPR Limited Partnership (the "Borrower").
1.02 The Refunded Bonds were issued and the proceeds thereof loaned to the Borrower
to finance the acquisition and rehabilitation of a 313 -unit multifamily rental housing facility
formerly known as "Harbor Lane Apartments" (now Regency Pointe Apartment Homes) located
in the City (the "Property").
1.03. Fannie Mae, a corporation organized and existing under the Federal National
Mortgage Association Charter Act, 12 U.S.C. § 1716 et seq. ("Fannie Mae"), has agreed, subject
to the satisfaction of certain conditions, to facilitate the refinancing of the Property and the
issuance of the Bonds by providing credit enhancement and liquidity support for the Bonds
pursuant to a credit facility.
1.04. Draft forms of the following documents relating to the Bonds have been prepared
and submitted to this Council and are hereby directed to be filed with the City Clerk:
(a) a Financing Agreement (the "Financing Agreement"), proposed to be
entered into by the City, U.S. Bank National Association, as trustee (the "Trustee") and
the Borrower;
(b) a Trust Indenture (the "Indenture"), proposed to be entered into by the
City and the Trustee, relating to the Bonds;
(c) a Bond Purchase Agreement (the "Bond Purchase Agreement"), proposed
to be entered into by the City, the Borrower and U.S. Bancorp Piper Jaffray Inc. (the
"Underwriter"), relating to the Bonds;
(d) an Assignment and Intercreditor Agreement (the "Assignment"), proposed
to be entered into by the City, the Trustee and Fannie Mae, and acknowledged and
agreed to by the Borrower;
(e) an Amendment Number One to Regulatory Agreement and Declaration of
Restrictive Covenants (the "First Amendment"), proposed to be entered into by the City
and the Borrower;
(f) an Official Statement (the "Official Statement"), to be used in connection
with the offer and sale of the Bonds by the Underwriter; and
(g) a form of Bond.
Section 2. Findings.
It is hereby found, determined and declared that:
(a) The refinancing of the Property and the issuance and sale of the Bonds would further
the housing policies and goals set forth in the Comprehensive Plan of the City.
(b) The payments required to be made to the Trustee pursuant to the Financing
Agreement shall be in such amounts so as to produce income and revenue sufficient to provide
for prompt payment of principal of and interest on all Bonds issued under the Indenture when
due; and the Financing Agreement also provides that the Borrower is required to continue to pay
all expenses of the operation and maintenance of the Property, including but without limitation,
adequate insurance thereon and insurance against all liability for injury to persons or property
arising from the operation thereof, and all taxes and special assessments levied upon or with
respect to the site of the Property and payable during the term of the Financing Agreement.
(c) The execution and delivery of the Financing Agreement, the Indenture, the First
Amendment, the Assignment and the Bond Purchase Agreement (the "Bond Documents") and
all other acts and things required under the Constitution and laws of the State of Minnesota to
make the Bond Documents and the Bonds valid and binding special, limited obligations in
accordance with their terms, are authorized by the Act.
Section 3. Authorization and Approval of Bond Documents. The Bond Documents
referred to in Section 1.04 are approved, and the Mayor and City Manager are authorized to
execute the Bond Documents on behalf of the City, with such modifications as are deemed
appropriate and are approved by the Mayor and City Manager, within the limitations provided in
this resolution, which approval shall be conclusively evidenced by execution of the Bond
Documents. The Mayor, the City Manager and the City Clerk, or any of them, are also
authorized to execute such other documents, instruments and closing certificates on behalf of the
City as may be required to give effect to the transactions contemplated in the Bond Documents.
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Section 4. Official Statement. The City hereby consents to the use of the Official
Statement by the Underwriter in connection with the offer and sale of the Bonds to potential
investors; provided that the City has not participated and will not participate in the preparation
thereof and assumes no responsibility for the sufficiency, completeness or accuracy of the same.
Section 5. The Bonds.
5.01. In anticipation of the receipt of the loan repayments from the Borrower, the City
shall proceed forthwith to issue its Bonds in the form and upon the terms set forth in the
Indenture or established pursuant to this resolution. The Bonds shall be sold to the Underwriter at
a price of par plus accrued interest, if any, as provided in the Bond Purchase Agreement. The
Bonds shall be issued bearing interest initially at the Weekly Variable Rate established as
provided in the Indenture, subject to the Maximum Rate specified therein. The Mayor and the
City Manager are hereby authorized to approve: (1) the principal amount of the Bonds; provided
that the aggregate principal amount of the Bonds is not in excess of $6,965,000; (2) the maturity
schedule of the Bonds; provided that the final maturity date of the Bonds shall not be later than
February 15, 2026; and (3) the provisions for redemption of the Bonds. The approval of such
officers of the terms of the Bonds shall be conclusively presumed by the execution of the Bond
Purchase Agreement and the Indenture by said officers.
5.02. The Mayor and the City Manager are authorized and directed to prepare and
execute the Bonds as prescribed herein and in the Indenture and to deliver them to the Trustee,
together with a certified copy of this resolution, the other documents required in the Indenture,
and such other certificates, documents and instruments as may be appropriate to effect the
transactions herein contemplated. The Trustee is hereby appointed authenticating agent for the
Bonds pursuant to Minnesota Statutes, Section 475.55, Subdivision 1.
Section 6. Absence of Officers. In the absence or disability of the Mayor, any of the
documents authorized by this resolution to be approved and executed by the Mayor may be so
approved and executed by the acting Mayor. In the absence or disability of the City Manager,
any of the documents authorized by this resolution to be approved and executed by the City
Manager may be so approved and executed by the person designated as acting City Manager or
by such other officer of the City who, in the opinion of the City Attorney, may execute such
documents.
Section 7. Authentication of Proceedings. The Mayor, the City Manager, the City Clerk
and other officers of the City are authorized and directed to furnish to the Underwriter 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 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 of fact contained therein.
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Section 8. Limitations of the City's Obligations. Notwithstanding anything contained in
the Bonds or the Bond Documents, the Bonds shall not constitute a debt of the City within the
meaning of any constitutional or statutory limitation, and shall not be payable from nor shall
constitute a charge, lien or encumbrance, legal or equitable, upon any funds or any property of
the City other than the revenues specifically pledged to the payment thereof pursuant to the Bond
Documents, and no holder of the Bonds shall ever have the right to compel any exercise of the
taxing power of the City to pay the Bonds or the premium, if any, or interest thereon, or to
enforce payment thereof against any property of the City other than those rights and interests of
the City which have been pledged to the payment thereof pursuant to the Bond Documents. The
agreement of the City to perform the covenants and other provisions contained in this resolution
or the Bonds or the Bond Documents shall be subject at all times to the availability of the
revenues furnished by the Borrower sufficient to pay all costs of such performance or the
enforcement thereof, and the City shall not be subject to any personal or pecuniary liability
thereon.
Passed this 8th day of July, 2003.
M