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HomeMy WebLinkAbout88-9 - ADMIN Resolution - City Council - 1988/01/191 I, CITY OF ST. LOUIS PARK, MINNESOTA RESOLUTION NO. 88-9 AUTHORIZING THE EXECUTION AND DELIVERY OF AN AMENDED AND RESTATED INDENTURE OF TRUST AND AN AMENDED AND RESTATED LOAN AGREEMENT RELATING TO THE CITY OF ST. LOUIS PARK, MINNESOTA, $8,715,000 MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (OAKMONT PLACE PROJECT), AND PROVIDING FOR THE SECURITY OF THE HOLDERS OF SUCH BONDS. WHEREAS, pursuant to the laws of the State of Minnesota, particularly, Minnesota Statutes, Chapter 462C, as amended (the "Acts"), the City of St. Louis Park, Minnesota (referred to herein as the "Issuer" or the "City") is authorized to carry out the public purposes described therein and contemplated thereby by issuing its revenue bonds to defray, in whole or in part, the development costs of a rental housing development, and by entering into any agreements made in connection therewith and pledging them as security for the payment of the principal of and interest on any such revenue bonds;' and WHEREAS, the Acts provide that the Issuer may exercise any and all of the same powers as are contained in the Acts, including the powers of the Minnesota Housing Finance Agency under the provisions of Minnesota Statutes, Chapter 462A, as amended, (the "State Housing Act"); and WHEREAS, the City Council (the "Council") of the Issuer has developed and adopted the Housing Plan for Local Housing Bonds for the City of St. Louis Park, Minnesota as amended on September 3, 1985 (the "Housing Plan") in compliance with Minnesota Statutes, Chapter 462C; and WHEREAS, the Acts define the term "multifamily housing development" to include a multifamily rental housing development in which at least 20 percent of the dwelling units are held for occupancy by fatllilies or individuals with adjusted gross incomes not in excess of 80% of the median family income estimated by the United States Department of Housing and Urban Development for the St. Louis Park area; and WHEREAS, the Issuer and representatives of Oakmont Development Limited Partnership, a Minnesota limited partnership '(the -"Developer"), -have prepared a program for the issuance of bonds by the Issuer to make a loan to the Developer to finance the acquisition and construction of a multifamily rental housing facility (the "Program"), located at the Northeast corner of the Intersection of West 35th Street and Pennsylvania Avenue in the City, in accordance with the Acts and the requirements of the Local Bond Program Procedural Guide for the Submission of Local Housing Programs to the Minnesota Housing Finance Agency; and WHEREAS, pursuant to the 'Acts, the State Housing Act and Resolution Number 85-235 of the Issuer, adopted December 16, 1985, the Issuer issued its Housing Development Revenue Note (Oakmont Place Project), Series 1985, in the aggregate principal amount of $8,715,000 payable from the revenues of the Program (the "Note"); and WHEREAS, subsequent to the issuance of the Note the Developer requested that the Issuer issue its $8,715,000 Multifamily Housing Revenue Refunding Bonds (Oakmont Partners Project), Series 1987 (the "Series 1987 Bonds") to refund the entire outstanding principal amount of the Note; and WHEREAS, pursuant to the Acts, the State Housing Act, and Resolution Number 87-109 of the Issuer, adopted August 17, 1987, the Issuer authorized the issuance of the Series 1987 Bonds pursuant to and in accordance with the terms and conditions of an Indenture of Trust, dated as of September 2, 1987 (the "Indenture") between the Issuer and First Trust Company, Inc. (the "Trustee"); and WHEREAS, the proceeds of the Series 1987 Bonds were lent by the Issuer to the Developer pursuant to and in accordance with the terms of a Loan Agreement dated as of September 1, 1987 (the "Loan Agreement") between the Issuer and the Developer; and WHEREAS, Sections 11.01, 11.02 and 11.03 of the Indenture provide that the Issuer and the Trustee may, with the consent of the Developer and Holders of all the Bonds outstanding, enter into an indenture or indentures supplemental to the Indenture for the purpose of adding any provisions to or changing in any manner or eliminating any provisions of the Indenture or of modifying in any mariner the rights of the Holders of the Bonds under the Indenture; and WHEREAS, Sections 12.01 and 12.02 of the Indenture provide that the Issuer and the Trustee may, with the consent of the Developer and the Holders of all of the Bonds Outstanding, enter into an amendment to the Loan Agreement for the purpose of adding any provisions to or changing in any manner or eliminating or modifying any provisions -of -the--Loan-Agreement; and WHEREAS, the Developer has proposed that the Issuer authorize, execute and deliver an Amended and Restated Indenture of Trust (the "Amended Indenture") and an Amended and Restated Loan Agreement (the "Amended Loan Agreement") in order to make certain modifications, changes and amendments to the Indenture and the Loan Agreement in connection with the remarketing of the Series 1987 Bonds; and WHEREAS, the _Trustee and .Dougherty, Dawkins, Strand _lic Ynst Incorporated, as Holder of all of the Bonds outstanding at the time of remarketing of the Bonds, have approved and consented to the Amended Indenture and Amended Loan Agreement; and WHEREAS, the Series 1987 Bonds as amended by the Amended Indenture (as amended, the "Bonds") and the interest thereon shall be payable, solely from the revenue pledged therefor and the Bonds shall not constitute a debt of the Issuer within the meaning of any constitutional, charter, or statutory limitation nor constitute nor give rise to a pecuniary liability of the Issuer (other than from the revenues specifically pledged to payment of the Bonds) or a charge against its general credit or taxing powers and shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the Issuer other than its interest in the Loan Agreement; and 2 1 J WHEREAS, neither the State of Minnesota nor any political subdivision thereof shall be liable to pay the Bonds, and the Bonds shall not be a debt of the State of Minnesota or any political subdivision thereof nor shall give rise to a charge against the general credit or taxing power of the State of Minnesota or any political subdivision thereof. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ST. LOUIS PARK: 1. That the City Council of the Issuer (the "Council") ratifies and confirms its findings previously made that the undertaking of the Project within the Issuer will provide decent, safe and affordable housing to persons and families of low and moderate income within the Issuer, and that accomplishing this is a public purpose. 2. That for the purpose of amending the terms of the Indenture, the Issuer hereby authorizes the execution and delivery of the Amended and Restated Indenture, between the Issuer and the Trustee, and consented to and approved by the Developer and the Holder of the Bonds, substantially in the form on file with the Issuer, provided that the form of said Amended Indenture may be amended or modified subsequent to the date hereof in such manner as may be approved by the Mayor and City Manager of the Issuer and the City Attorney, and the execution and delivery thereof by the Mayor and City Manager shall be conclusive of such approval. The Mayor and City Manager of the Issuer are hereby authorized and directed to execute and deliver the Amended Indenture and the City Clerk of the Issuer is hereby authorized and directed to attest the execution thereof under the corporate seal of the Issuer. 3. That for the purpose of amending the terms of the Loan Agreement, the Issuer hereby authorizes the execution and delivery of the Amended and Restated Loan Agreement between the _Issuer _and the Developer, and consented to and approved by the Trustee and the Holder of the Bonds, substantially in the form on file with the Issuer, provided that the form of said Amended Loan Agreement may be amended or modified subsequent to the date hereof in such manner as may be approved by the Mayor and City Manager of the Issuer and the City Attorney, and the execution and delivery thereof by the Mayor and City Manager shall be conclusive of such approval. The Mayor and City Manager of the Issuer are hereby authorized and directed to execute and deliver the Amended Loan Agreement and the City Clerk of the Issuer is hereby authorized and directed to attest the execution thereof under -the corporate seal of the issuer. 4. That the Issuer hereby approves the forms of a Disbursing Agreement between and among the Trustee, the Developer and Title Services, Inc.; a Combination Mortgage, Security Agreement and Fixture Financing Statement from the Developer to the Trustee; and Assignment of Leases and Rents from the Developer to the Trustee; a Regulatory Agreement; a Declaration of Restrictive Covenants to be imposed upon the Project; a Cash Flow Guaranty Agreement and a Completion Guaranty Agreement (as such terms are defined in the Amended Indenture) and authorizes the use of such documents and agreements to provide additional security for the Bonds. 3 5. That the Mayor and the City Manager are hereby authorized and directed to execute the Bond Purchase and Remarketing Agreement relating to the Bonds (the "Bond Purchase Agreement") from Dougherty, Dawkins, Strand ac Yost Incorporated (the "Underwriter"). All of the provisions of the Bond Purchase Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Bond Purchase Agreement shall be substantially in form on file with the Issuer, which is hereby approved, with such necessary and appropriate variations, omissions and insertions as are not materially inconsistent with the form on file with the Issuer and as the Mayor, in his discretion, shall determine and execution thereby by the Mayor shall be conclusive evidence of such determination. 6. That the Issuer hereby approves the form and authorizes the use by the Underwriter in connection with the sale of the Bonds of the Remarketing Offering Memorandum (the "Offering Memorandum"), substantially in the form of the Preliminary Remarketing Offering Memorandum now on file with the Issuer, with the appropriate insertions for the date of the Offering Memorandum and such other modifications, additions, deletions or insertions as become necessary in the Offering Memorandum as such information is determined, calculated or otherwise becomes finalized. The Issuer hereby ratifies and consents to the use by the Underwriter, prior to the date hereof, of the form of the Preliminary Remarketing Offering Memorandum, dated January 8, 1988 (the "Preliminary Offering Memorandum"). The Offering Memorandum and the Preliminary Offering Memorandum are the sole materials authorized by the City for use in connection with the offer and sale of the Bonds. 7. That the officers and other agents or employees of the Issuer are hereby authorized to do all acts and things required of them by or in connection with this resolution, the aforementioned Amended Indenture, the Amended Loan Agreement and the Bonds for the full, punctual, and complete performance of all the terms, covenants, and agreements contained in the Bonds, the aforementioned documents, and this resolution. 8. All actions of the members, employees, and staff of the governing body heretofore taken in furtherance of the Project are hereby approved, ratified and confirmed. 9. The issuance of the Bonds and the transactions contemplated thereby are hereby found to be consistent with the procedures of the Issuer established for such undertakings and, in the event df any inconsistencies, strict compliance with such procedures is hereby waived. 10. Any fees of the Issuer, -the Issuer's attorneys' fee, and all other fees, costs, and expenses associated with the issuance of the Bonds, whether or not such Bonds are issued, shall be paid by the Developer (or with respect to fees, costs, or expenses of the Issuer where initially paid by the Issuer, reimbursed to the Issuer). 11. It is intended that this resolution replace Resolution No. 87-199, adopted by the Issuer on November 16, 1987, which Resolution is hereby rescinded and of no further force and effect. 4 1 4 12. This resolution shall be in full force and effect from and after its passage. PASSED AND APPROVED this 19th day of January, 1988. (SEAL) Reviewed for Administration: City Manager 5 N g -ILA-' Mayor Approved as to form and execution: City Attorn°