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HomeMy WebLinkAboutCity Council Resolution 2003-431CERTIFICATE 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. 2003-431, entitled: "RESOLUTION GIVING PRELIMINARY APPROVAL TO THE ISSUANCE OF REVENUE BONDS PURSUANT TO MINNESOTA STATUTES, SECTIONS 469.152-469.165, AS AMENDED, ON BEHALF OF NUAIRE, INC.; CALLING A PUBLIC HEARING THEREON" (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 October 14, 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notice of such meeting given as required by law; and that the Resolution has not as of the date hereof been amended or repealed.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: and the following abstained from voting thereon or were absent: Councilmember Black WITNESS my hand officially this 14th day of October, 2003. City Clerk RESOLUTION NO. 2003-431 RESOLUTION GIVING PRELIMINARY APPROVAL TO THE ISSUANCE OF REVENUE BONDS PURSUANT TO MINNESOTA STATUTES, SECTIONS 469.152-469.165, AS AMENDED, ON BEHALF OF NUAIRE, INC.; CALLING A PUBLIC HEARING THEREON BE IT RESOLVED by the City Council of the City of Plymouth, Minnesota (the "City"), as follows: SECTION 1 Recitals 1.1 Nuaire, Inc. (the "Company") has advised this Council of its desire to (i) undertake a project in the City consisting of the acquisition and installation of additional manufacturing equipment (the "2003 Project") at its existing office/manufacturing facility located at 2100 Fernbrook Lane (the "Facility") in the City; (ii) refund the Variable Rate Demand Industrial Development Revenue Bonds (NuAire, Inc. Project), Series 1998 (the "Series 1998 Bonds") issued in the original principal amount of $1,000,000 by the City to finance manufacturing equipment; and (iii) refund the Variable Rate Demand Industrial Development Revenue Bonds (NuAire, Inc. Project), Series 2000 (the "Series 2000 Bonds," and together with the Series 1998 Bonds, the "Refunded Bonds") issued in the original principal amount of $1,100,000 by the City to finance manufacturing equipment (collectively, the "Refinanced Projects") used at the Facility in the City (the 2003 Project and the Refinanced Projects are referred to herein as the "Project"). The 2003 Project will be used and the Refinanced Projects were used in connection with the Company's business of manufacturing air filtration products. The estimated total cost of the 2003 Project, including financing costs and contingencies, is approximately $2,000,000, and the total cost of refunding the Refunded Bonds is approximately $1,420,000. The Company has requested that the City consider the issuance of revenue bonds, in a principal amount not to exceed $3,420,000, to assist in the financing of the 2003 Project and the refunding of the Refunded Bonds. 1.2 The City is authorized by Minnesota Statutes, Sections 469.152 through 469.165, as amended (the "Act"), to issue its revenue bonds (the "Bonds") to finance capital projects consisting of properties used and useful in connection with a revenue- producing enterprise engaged in the fabricating, manufacturing, storing and warehousing of manufactured products and to refund revenue bonds issued previously under the Act for such purposes. 1.3 The Company has represented to the City that the Company employs approximately 235 people in the City, that the 2003 Project will assist the Company in improving its productivity and profitability and the refunding of the Refunded Bonds will assist the Company in maintaining its financial health and ability to repay its financial obligations, and that the issuance of tax-exempt revenue bonds is essential to the successful completion of the Project. SECTION 2 Preliminary Approval of Bond Financing 2.1 On the basis of the information given the City to date, preliminary approval is hereby given to issue the Bonds, in an amount not to exceed $3,420,000, to finance the costs of the 2003 Project and to refund the Refunded Bonds. The adoption of this resolution shall not be deemed, however, to establish a legal obligation on the part of the City or its Council to issue or to cause the issuance of the Bonds. All details of the Bonds and the provisions for payment thereof shall be subject to final approval of this Council prior to their issuance. The Bonds, if issued, shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City, except the revenues to be received from the Company specifically pledged to the payment thereof, and each Bond, when, as and if issued, shall recite in substance that the Bond, including interest thereon, is payable solely from said revenues and property constituting the Project specifically pledged to the payment thereof, and shall not constitute a debt or pecuniary liability of the City within the meaning of any constitutional or statutory limitation. 2.2 The Company has represented to the City that it intends to reimburse costs with respect to the 2003 Project from the proceeds of the Bonds when issued. The City reasonably expects to reimburse costs of the 2003 Project with proceeds of the Bonds, when issued, based upon the representations of the Company on which the City believes it is reasonable to rely, and this Resolution shall be a declaration of "official intent" within the meaning of Section 1.150-2 of the Income Tax Regulations. 2.3 At such time as the Company is prepared to proceed with the issuance of the Bonds, the Mayor and City Manager, in consultation with the Company, are authorized to execute the necessary documents on behalf of the City to apply for an allocation of bonding authority for the 2003 Project pursuant to the provisions of Minnesota Statutes, Chapter 474A. SECTION 3 Public Hearing 3.1. Section 469.154, Subdivision 4 of the Act requires that prior to submission of an Application to the Minnesota Department of Trade and Economic Development requesting approval of the 2003 Project and the issuance of the Bonds therefor as required by Section 469.154, Subdivision 3 of the Act, this Board conduct a public hearing on the proposal to undertake and finance the Project. Section 147(f) of the Internal Revenue Code of 1986, as amended and regulations promulgated thereunder, requires that prior to the issuance of the Bonds, this Board approve the Bonds and the 2003 Project, after conducting a public hearing thereon. A public hearing on the proposal to undertake and finance the 2003 Project is hereby called and shall be held on November 10, 2003, at 7:00 p.m., in the City Hall located at 3400 Plymouth Boulevard, Plymouth, Minnesota. 3.2. Representatives of the Company or their designee shall cause notice of the public hearing to be published in The Star Tribune, a newspaper of general circulation in the City, is authorized and directed to cause notice of the public hearing to be published in the official newspaper of the City as required by law, at least once not less than fourteen (14) nor more than thirty (30) days prior to the date fixed for the public hearing. The notice to be published shall be in substantially the following form: NOTICE OF PUBLIC HEARING CITY OF PLYMOUTH, MINNESOTA INDUSTRIAL DEVELOPMENT REVENUE BONDS (NUAIRE INC. PROJECT) Notice is hereby given by the City Council of the City of Plymouth, Minnesota (the "City") that it will hold a public hearing at the City Hall, 3400 Plymouth Boulevard, Plymouth, Minnesota, on November 10, 2003, at 7:00 p.m. or as soon thereafter as practicable to consider a proposal to issue its bonds or other obligations (the "Bonds"), in one or more series, under the Minnesota Municipal Industrial Development Act, Minnesota Statutes, Sections 469.152 through 469.165, as amended, in an amount not to exceed $3,420,000 aggregate principal amount. The proceeds of the Bonds would be loaned to NuAire, Inc., a Minnesota corporation (the "Borrower"), and used (i) to pay for all or a portion of the costs of the acquisition and installation of manufacturing equipment (the "2003 Project") at the Borrower's existing manufacturing facility located at 2100 Fernbrook Lane in the City of Plymouth and (ii) to refund certain revenue bonds previously issued by the City to finance the acquisition and installation of manufacturing equipment used at the Facility in the City (the "Project"). The Bonds shall be limited obligations of the City, and the Bonds and interest thereon will be payable solely from the revenues pledged to the payment thereof. No holder of any Bonds will ever have the right to compel any exercise of the taxing power of the City to pay the Bonds or the interest thereon, nor to enforce payment against any property of the City except money payable by the Borrower to the City and pledged to the payment of the Bonds. A draft copy of the application to the Department of Employment and Economic Development for approval of the issue, with all attachments and exhibits, is available for public inspection at the office of the City Manager at the City Hall between the hours of 9:00 a.m. to 4:00 p.m. on Monday through Friday. All parties desiring to appear at the public hearing will be afforded an opportunity to express their views with respect to the proposal to issue the Bonds. Written comments may be submitted to the City Manager at the City Hall prior to the hearing, which written comments will be read and considered at the hearing. /s/ Laurie Ahrens Interim City Manager 3.2. A draft copy of the proposed Application to the Minnesota Department of Employment and Economic Development, together with draft copies of all attachments and exhibits thereto, shall be placed on file with the City Manager as of the date of publication of the notice of public hearing, and made available for public inspection during normal business hours, 8:00 A.M. to 4:00 P.M., on normal business days. 3.3. This resolution shall be effective immediately upon its final adoption. Passed this 14th day of October, 2003. 4832-7034-3424\1 11/5/2003 4:22 PM