HomeMy WebLinkAbout19-029 - ADMIN Resolution - City Council - 2019/03/04Resolution No. 19-029
Resolution approving the execution of documents in connection
with a partial release of property related to the
Urban Park Apartments
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.
1.01. The City is a home rule charter city and political subdivision duly organized and
existing under its charter and the Constitution and laws of the State of Minnesota.
1.02. On May 7, 2002, the City issued its (i) Variable Rate Demand Multifamily Housing
Revenue Bonds (At the Park Project), Series 2002A (the “Series 2002A Bonds”), in the original
aggregate principal amount of $6,965,000; and (ii) Taxable Variable Rate Demand Multifamily
Housing Revenue Bonds (At the Park Project), Series 2002B (the “Series 2002B Bonds” and,
together with the Series 2002A Bonds, the “Series 2002 Bonds”), in the original aggregate
principal amount of $2,595,000, pursuant to Minnesota Statutes, Chapter 462C, as amended
(the “Act”), and an Indenture of Trust, dated as of May 1, 2002 (the “Original Indenture”),
between the City and LaSalle Bank National Association, a national banking association (the
“Prior Trustee”). The City loaned the proceeds of the Series 2002 Bonds to West Suburban
Housing Partners VII Limited Partnership, a Minnesota limited partnership (the “Borrower”),
pursuant to a Loan Agreement, dated as of May 1, 2002 (the “Original Loan Agreement”),
between the City and the Borrower, to finance the acquisition and construction of a 90 -unit
multifamily rental housing development now known as “Urban Park” and located at 3601
Phillips Parkway in the City (the “Project”). On September 3, 2002, pursuant to the terms of the
Prior Indenture, the City converted the Series 2002B Bonds to additional tax -exempt
Series 2002A Bonds in the principal amount of $2,595,000. The Series 2002A Bonds were
issued by the City in the original aggregate principal amount of $9,560,000 (hereinafter
referred to collectively as the “Series 2002 Bonds”).
1.03. In connection with the issuance of the Series 2002 Bonds, the City, the Borrower,
and the Prior Trustee entered into a Regulatory Agreement, dated as of May 1, 2002 (the
“Original Regulatory Agreement”), pursuant to which the Borrower agreed to comply with
certain affordable rental and occupancy restrictions applicable to the Project.
1.04. On September 28, 2010, the City issued its (i) Variable Rate Demand Multifamily
Housing Refunding Revenue Bonds (Urban Park Apartments Project), Series 2010A (the “Series
2010A Bonds”), in the original aggregate principal amount of $7,125,000, pursuant to the Act
and an Indenture of Trust, dated as of September 1, 2010 (the “Series 2010A Indenture”),
between the City and Wells Fargo Bank, National Association, a national banking association
(the “Trustee”); and (ii) Subordinate Variable Rate Demand Multifamily Housing Refunding
Revenue Bonds (Urban Park Apartments Project), , Series 2010B (the “Series 2010B Bonds” and,
together with the Series 2010A Bonds, the “Series 2010 Bonds”), in the original aggregate
principal amount of $1,500,000, pursuant to the Act and an Indenture of Trust, dated as of
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Resolution No. 19-029 2
September 1, 2010, between the City and the Trustee, which was amended and supplemented
by a First Supplemental Trust Indenture, dated as of September 1, 2016, between the City and
the Borrower, and consented to by the Trustee and Crown Bank, as letter of credit bank (the
“Letter of Credit Bank”) (as amended and supplemented, the “Series 2010B Indenture”). The
City loaned the proceeds of the Series 2010A Bonds to the Borrower pursuant to a Loan
Agreement, dated as of September 1, 2010 (the “Series 2010A Loan Agreement”), betw een the
City and the Borrower, and loaned the proceeds of the Series 2010B Bonds to the Borrower,
pursuant to a Financing Agreement, dated as of September 1, 2010, between the City and the
Borrower, which was amended and supplemented by a First Amendment to Financing
Agreement, dated as of September 1, 2016, between the City and the Borrower and consented
to by the Trustee and the Letter of Credit Bank (as amended and supplemented, the “Series
2010B Financing Agreement”). The City loaned the proceeds of the Series 2010 Bonds to the
Borrower to provide financing for the redemption and prepayment of the Series 2002A Bonds.
1.05. In connection with the issuance of the Series 2010 Bonds, the City, the Borrower,
and the Trustee entered into a First Amendment to Regulatory Agreement, dated as of
September 1, 2010 (the “First Amendment to Regulatory Agreement” and, together with the
Original Regulatory Agreement, the “Regulatory Agreement”), pursuant to which the Borrower
agreed to maintain the affordable rental and occupancy restrictions previously imposed on the
Project.
1.06. The Borrower intends to construct a market-rate multifamily housing
development on a portion of the property subject to the Regulatory Agreement and has
requested the release of such property (the “Released Property”) from the Regulatory
Agreement.
1.07. There has been presented before this Council a form of a Partial Release of
Regulatory Agreement (the “Partial Release of Regulatory Agreement”) proposed to be entered
into between the City, the Borrower, and the Trustee, pursuant to which the Released Property
will be released from the terms of the Regulatory Agreement.
1.08. In connection with the release of the Released Property, a portion of the Series
2010 Bonds will be redeemed and prepaid.
Section 2. Agreements Approved.
2.01. The Mayor and City Manager are hereby authorized and directed to execute the
Partial Release of Regulatory Agreement in substantially the form presented to the Council on
this date, subject to modifications that do not materially alter the City’s rights and obligations
under such Partial Release of Regulatory Agreement and that are approved by the Mayor and
City Manager, which approval shall be conclusively evidenced by execution of the Partial
Release of Regulatory Agreement.
2.02. The Mayor, the City Manager, and other officers of the City are authorized and
directed to execute and deliver any and all certificates, agreements, or other documents which
are required by the Series 2010A Indenture, the Series 2010B Indenture, the Regulatory
Agreement or any other agreements, certificates or documents which are deemed necessary by
Bond Counsel to complete the release of the Released Property or to evidence compliance with
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Resolution No. 19-029 3
applicable provisions of the Internal Revenue Code of 1986, as amended, and any applicable
Treasury Regulations promulgated thereunder. In the event that for any reason the Mayor is
unable to carry out the execution of any of the documents or other acts provided herein, any
other member of the City Council of the City shall be authorized to act in his or her capacity and
undertake such execution or acts on behalf of the City with full force and effect, which
execution or acts shall be valid and binding on the City. If for any reason the City Manager is
unable to execute and deliver the documents referred to in this resolution, such documents
may be executed by a member of the City Council, with the same force and effect as if such
documents were executed and delivered by the City Manager. All such agreements or
representations when made shall be deemed to be agreements or representations, as the case
may be, of the City.
2.03. City officials, staff and consultants are hereby authorized and directed to take
any and all other steps necessary or convenient in order to carry out the City's obligations
under the Partial Release of Regulatory Agreement
Reviewed for Administration: Adopted by the City Council March 4, 2019
Thomas K. Harmening, City Manager Jake Spano, Mayor
Attest:
Melissa Kennedy, City Clerk
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