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HomeMy WebLinkAbout92-164 - ADMIN Resolution - City Council - 1992/10/20110 i ,FROM POPHAM HA1K MPLS.*32 10.15.1992 10:43 P. 2 RESOLUTION flO. 92- 1A4 (MENDED BY RES 92- I78 NOVEMBER 16, 1992) SOLUTION RELATING TO THE ISSUANCE OF RENTAL HOUSING REVENUE REFUNDING BONDS, CALLING A PUBLIC HEARING AND AUTHORIZING AN AGREEMENT AS TO INDEMNITY AND PAYMENT OF =EWES IN CONNECTION THEREWITH BE IT RESOLVED by the City Council (the "City Council") of the City of St. Louis Park, Minnesota (the "City"), as follows: Section 1. Recitals: Findings. 1.01. Minnesota Statutes, Chapter 462C, Chapter 462A and Chapter 475, as amended (the "Act"), authorize the City to issue revenue bonds to finance programs or developments described in any housing plan, upon approval of the program as provided in the Act, including one or more multifamily rental housing developments within its boundaries and to refund any bonds then outstanding including the payment of any redemption premiums thereon and any interest accrued or to accrue to the redemption date next succeeding the date of delivery of the refunding bonds. 1.02. The Home Rule Charter of the City authorizes the issuance of bonds "for any public purpose not prohibited by law". 1.03. On December 5, 1985, the City issued its $4,000,000 aggregate principal amount Rental Housing Revenue Bonds (Fannie Mae Program/Tamarind Project) Series 1985 pursuant to the Act (the "Series 1985 Bonds"), to finance the acquisition, construction and equipping of a 102 unit apartment complex located in the City at 2300 and 2350 Ridge Drive on a 2.49 acre site at the intersection of Ridge Drive and Cedar Lake Road, approximately five blocks southwest of the intersection of Highway 12 and Minnesota Highway 100 (the "Project"), by Tamarind Limited Partnership, a,Minnesota limited partnership (the "Borrower") whose general partner is currently Tamarind Management Company, a Minnesota corporation. 1.04. The Council has received a proposal from the Borrower that the City issue its rental revenue refunding bonds in an aggregate principal amount of approximately $4,000,000 to refund all of the outstanding principal amount of the Series 1985 Bonds, plus up to $600,000 of its rental housing revenue bonds (new issue) for related Project uses (collectively, the "Bonds"). The proposal includes a final maturity on the Bonds later than the existing final maturity of the Series 1985 Bonds and credit enhancement and security for the Bonds (except for the Series C Bonds, described below) through an FHA insured mortgage on the Project. It is anticipated that the Bonds will FROM POPHRM HFI IK MPLS. 1132 10.15.1992 10:44 P. 3 be issued as Series A, Series H and Series C Bonds in the maximum principal amounts of $4,000,000, $300,000 and $300,000, respectively. The proceeds of the Series A Bonds, which shall be tax-exempt revenue refunding bonds, shall be used to refund the Series 1985 Bonds. The proceeds of the Series B Bonds, which shall be taxable revenue bonds, shall be used to fund additional Project costs. The proceeds of the Series C Bonds, which shall be taxable revenue bonds, shall be used to fund a default reserve fund for payment of principal and interest on the Series A and Series H Bonds in an event of default, pending receipt of the proceeds of the FHA mortgage insurance. 1.05. The City hereby finds and determines the issuance of the Bonds is authorized under the Act and the City's Home Rule Charter and constitutes a public purpose under the City's Home Rule Charter for which bonds can be issued. 1.06. Section 147(f)(2)(D) of the Internal Revenue Code of 1986, as amended (the "Code"), and Section 1313(a)(3)(A) of the Tax Reform Act of 1986 require a public hearing following reasonable public notice prior to the approval of the Series A Bonds by the Council. 1.07. The Borrower has presented to the City a form of public notice, attached hereto as Exhibit A, with a request that the City Council establish a date for a public hearing and authorize publication of the form of public notice provided by the Borrower. 1.08. The City hereby finds and determines that prior to holding a public hearing on the proposed issuance of the Bonds, the City requires the Borrower to authorize, execute and deliver to the City an Agreement as to Indemnity and Payment of Fees and Expenses (the "Agreement"), substantially in the form attached hereto as Exhibit B and in form and substance acceptable to the Mayor, City Manager and City Clerk herein authorized to execute the Agreement on behalf of the City. Section 2. Public Hearinv. 2.01 The City will conduct, and there is hereby called, a public hearing on the proposal of the Borrower that the City issue the Series A Bonds on Monday, the 16th day of November, 1992 at 7:30 o'clock p.m. 2.02 The City Clerk of the City is hereby authorized to cause a public notice, substantially in the form of the notice attached hereto as Exhibit A, to be published in the official newspaper of the City and if so requested by the Borrower, another newspaper of general circulation in the Cit. 17 lr 441, IgQ�i 'FROM POPHAM HPIK MPLS.4132 10.15.1992 10:46 P. 6 Exhibit 13 to Resolution NO. 92-J+ AGREEMENT AS TO INDEMNITY AND PAYMENT OF EXPENSES BETWEEN CITY OF ST. LOUIS PARK, MINNESOTA AND TAMARIND LIMITED PARTNERSHIP Dated as of October 1, 1992. FROM POPHAM HAIK MPLS.*32 10.15.1992 10:47 P. 7 THIS AGREEMENT is made and entered into effective as of October 1, 1992, by and between City of St. Louis Park, Minnesota (the "City") and Tamarind Limited Partnership, a Minnesota limited partnership (the "Borrower"), in which Tamarind Management Company, a Minnesota corporation, is the general partner. WHEREAS, the City has received a proposal that the City issue its rental housing revenue refunding bonds, Series A, to refund its $4,000,000 original principal amount Rental Housing Revenue Bonds (Fannie Mae Program/Tamarind Project) Series 1985 (the "Series 1985 Bonds") which were issued to finance the acquisition, construction and equipping of a 102 unit apartment complex located at 2300 and 2350 Ridge Drive, St. Louis Park, on a 2.49 acre site at the intersection of Ridge Drive and Cedar Lake Road, approximately five blocks southwest of the intersection of Highway 12 and Minnesota Highway 100 (the "Project") by the Borrower, which Project is known as Tamarind Apartments, under Minnesota Statutes, Chapter 462C, 462A and 475, as amended (the "Act"), and under the City's Home Rule Charter on behalf of the Borrower; and WHEREAS, the City has received a proposal that the City simultaneously issue its Series B taxable revenue bonds for additional Project costs and its Series C taxable revenue bonds to fund a default reserve in respect of the Series A and Series B Bonds; and WHEREAS, the City has authorized the calling of a public hearing, to be held on Monday, November 2, 1992, in accordance with the Act, on the proposal to issue the Series A Bonds to refund the Series 1985 Bonds, and has authorized publication of notice of such hearing; and WHEREAS, the purpose of the public hearing is to give the public an opportunity to express their views with respect to the proposal to issue the rental housing revenue refunding bonds and to refund the Series 1985 Bonds and to submit written comments to the City Clerk before the time of the hearing; and WHEREAS, the calling and holding of the public hearing does not obligate the City to proceed with the refunding of the Series 1985 Bonds and does not indicate the present intent of the City to issue its Series A rental housing revenue refunding bonds under the Act to refund the Series 1985 Bonds or to issue its Series B or Series C Bonds in connection therewith (as to the Series A, B and C Bonds, collectively, the "Bonds"); and WHEREAS, the City and the Borrower desire to enter into this Agreement to acknowledge the determinations of the City, the qualifications and restrictions thereto, and to provide for the indemnity and allocation of expenses, all as more fully set forth herein. •.FROM POPHAM HAIK MPLS.#32 a 10.15.1992 10:48 P. 8 NOW, THEREFORE, in consideration of the foregoing, the parties agree as follows: 1. No Obligation to Issue. Until such time as the City, in its sole discretion, shall adopt a preliminary resolution and shall adopt a final resolution authorizing the issuance of the Bonds, the Borrower hereby acknowledges that the City shall have no legal or equitable obligation to issue such Bonds and shall not be liable in any fashion for not issuing such Bonds. The Borrower furthAr acknowledges that all details of such revenue Bond issue and the provisions for payment thereof may be subject to such further conditions as the City may specify. 2. Source of Reoavment. The parties hereby acknowledge that the proposed Bonds, if issued, shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City, except the revenues 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 the revenues and property specifically pledged to the payment thereof, and shall not constitute a debt of the City within the meaning of any constitutional, statutory or charter limitation. 3. Indemnification by Borrower. The Borrower and its general partner jointly and severally hereby agree to pay and will protect, indemnify and save the City, the City Council, the City's officials and employees harmless from and against all liabilities, losses, damages, costs and expenses (including attorneys' reasonable fees and expenses), causes of action, suits, claims, demands and judgments of any nature arising from the Project, the proposed financing, the issuance of the Bonds and the refunding of the Series 1985 Bonds, including, without limitation, the calling of the public hearing, the publication of notice thereof, the adoption of any preliminary or final resolution, the issuance and delivery of such Bonds and the offering of such Bonds for resale. 4. Fees. The Borrower and its general partner jointly and severally agree that whether or not the Bonds are issued they will reimburse the City for direct costs and expenses incurred in Connection with the issuance, purchase and sale, payment, registration, transfer, exchange or redemption of the Bonds, including, but not limited to, the fees and expenses of City counsel, bond counsel, financial consultants, engineers, architects, attorneys, management consultants, accountants or other consultants as may from time to time be retained by the City; and on demand therefor, they will pay to the City the reasonable fees and expenses of Popham, Haik, Schnobrich & Kaufman, Ltd., acting as counsel to and bond counsel for the -3- , FROM POPHAM HAIK MPLS.#32 J 10.15.1992 10:49 P. 9 City and all other expenses incurred by the City in connection with consideration of the proposed refunding of the Series 1985 Bonds, including, without limitation, the proposed Bond issue. The Borrower agrees that it will pay upon invoice therefor the fees and expenses of Popham, Haik, Schnobrich & Kaufman, Ltd., as counsel to the City and as bond counsel in connection with or relating to the proposed issuance of the Bonds which, at the option of Popham, Haik, schnobrich & Kaufman, Ltd., may be billed to the Borrower monthly for work actually done and for expenses incurred through the date of such statement. The Borrower acknowledges and agrees that Popham, Haik, Schnobrich & Kaufman, Ltd. as acting as counsel to the issuer and bond counsel is representing the City and in no fashion is representing the Borrower, notwithstanding the Borrower's agreement to reimburse the City for such firm's fees and expenses. The Borrower agrees that Popham, Haik serving as bond counsel or issuer's counsel in connection with the issuance of the proposed Bonds shall not be a conflict with or in any way preclude other representation by Popham, Haik of the City in any matters, including those relating to the Borrower. 5. Separate }Agreement,. The Agreements as to indemnity and fees set forth in Sections 3 and 4 above are separate from, and in addition to, any provisions, including without limitation with respect to indemnity and payment of fees and expenses which the City shall require in the documentation executed in connection with the issuance of the Bonds. 6. Required provisions. Pursuant to Resolution No. 90-112, the City has required as follows: A. That parties benefited by the issuance of revenue bonds agree during the life of the bonds, not to discriminate against any employee or applicant for employment because of race, color, sex, creed, national origin, or age, or on any other basis prohibited by Federal, State or local law and that parties agree during the life of the bonds to provide equal employment opportunities without regard to race, color, sex, creed, national origin, or age. Further, such parties shall have in place and utilize affirmative action employment practices. H. That fees in the following amounts paid to the City in connection with the issuance of revenue bonds shall be required in addition to other amounts or indemnities which may be required in connection with any issuance of revenue bonds: , •FROM POPHAM HAIK MPLS.#32 10.15.1992 10:49 P.10 i. Whether or not the bonds are issued, an amount to reimburse the City for direct costs and expenses incurred in connection with the issuance, purchase and sale, payment, registration, transfer, exchange or redemption of the bonds, including, but not limited to, the fees and expenses of City counsel, bond counsel, financial consultants, engineers, architects, attorneys, management consultants, accountants or other consultants as may from time to time be retained by the City. fi. In addition to the foregoing, an annual fee of one-eighth of one percent per annum of the principal amount of the bond issue outstanding, payable in arrears semi-annually on such dates as determined by the City and calculated on the principal amount of the bonds outstanding during the six months preceding the date on which the payment is due. IN WITNESS WHEREOF, the City has caused this Agreement to be executed in corporate name and attested by its duly authorized officers and caused its corporate seal to be hereunto affixed and the Borrower has caused this Agreement to be executed in its partnership name by its general partner, all as of the date first written above and all pursuant to the authority granted in resolutions adopted by the Borrower and the City prior to the date hereof. TAMARIND LIMITED PARTNERSHIP By Its General Partner Tamarind Management Company, a Minnesota corporation By Mary L. Schwebel, President CITY OF ST. LOUIS PARK, MINNESOTA By (SEAL) By ATTEST; By Its City Clerk 113211, M91,20-81 -5- Its Mayor Its City Manager 'FROM POPHAM HAIK MPLS.1132 10.15.1992 10:45 P. 4 2.03 The holding of the public hearing as set forth herein is subject to the Borrower authorizing, executing and delivering to the City the Agreement. Section 3. jiareement Authorized. 3.01 The Mayor, the City Manager and the City Clerk are hereby authorized to execute the Agreement in substantially the form attached hereto as Exhibit B with such changes or amendments as such officers deem appropriate. In the absence of the Mayor, the Acting Mayor or, in the absence of the Acting Mayor, any member of the Council, is authorized to execute the Agreement. In the absence of the City Manager or the City Clerk, any person authorized to act as City Manager or City Clerk, as the case may be, is authorized to execute the Agreement. Section 4. gffective Date. 4.01 This resolution shall become effective immediately upon its passage and without publication. Adopted this 20th day of October, 1992. ATTEST: City erk 441,41mmj Reviewed for administration: Grp e tJiX,), City Manager 18x6JR6/24-26 -3- Approved as to form and execution: hataiptv)City Attorney •FROM POPHRM HRIK MPL5.$32 10.15.1992 10:45 P. 5 Exhibit A to Resolution No. 92 -bet - NOTICE OF PUBLIC HEARING RELATING TO THE PROPOSED ISSUANCE OF RENTAL HOUSING REVENUE REFUNDING BONDS ON BEHALF OF TAMARIND LIMITED PARTNERSHIP NOTICE IS HEREBY GIVEN that a public hearing shall be conducted by the City Council of the City of St. Louis Park, Minnesota (the "City") on the proposed issuance of rental housing revenue refunding bonds by the City on behalf of Tamarind Limited Partnership, a Minnesota limited partnership or a successor or assign thereof (the "Borrower") pursuant to Minnesota Statutes, Chapter 462C, Chapter 462A and Chapter 475, as amended (the "Act") and the City's Home Rule Charter. The hearing will be held at the Council Chambers of the City Hall, 5005 Minnetonka Boulevard, St. Louis Park, Minnesota, on Monday, November 16, 1992, at approximately 7:30 o'clock p.m. On December 5, 1985, the City issued its $4,000,000 aggregate principal amount rental housing housing revenue bonds (Fannie Mae Program/Tamarind Project) Series 1985, pursuant to the Act (the "Series 1985 Bonds") to finance the acquisition, construction and equipping by the Borrower of a 102 unit apartment complex located in the City at 2300 and 2350 Ridge Drive, on a 2.49 acre site at the intersection of Ridge Drive and Cedar Lake Road, approximately five blocks southwest of the intersection of Highway 12 and Minnesota Highway 100 (the "Project"). The Project is now known as Tamarind Apartments. The Borrower has requested the City to issue its rental housing revenue refunding bonds to refund the Series 1985 Bonds in the estimated maximum aggregate principal amount of $4,000,000, plus up to $600,000 in revenue bonds to finance certain Project costs and to fund a default reserve fund for said bonds. At the time and place listed above for the public hearing, the City Council shall give all parties who appear an opportunity to express their views with respect to the proposal to refund the Series 1985 Bonds and to issue the rental housing revenue refunding bonds. Interested persons may also submit written comments to the undersigned City Clerk prior to the date of such hearing. x',1.1 Dated; , 1992 10! 132dJR9/s7 9 111 1