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HomeMy WebLinkAbout18-159 - ADMIN Resolution - City Council - 2018/10/01Resolution no. 18-159 Resolution calling a public hearing regarding the issuance of revenue bonds for the benefit of place e -generation one, Ilc, via affordable living limited partnership, via apartments, Ilc or affiliates, partners, or members thereof 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. Pursuant to Minnesota Statutes, Chapter 462C, as amended (the "Act"), the City is authorized to carry out the public purposes described in the Act by providing for the issuance of revenue bonds to provide funds to finance multifamily housing developments. 1.02. PLACE E -Generation One LLC, a Delaware limited liability nonprofit company registered to do business in Minnesota ("PLACE E -Generation One") and an affiliate of PLACE, a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), has proposed to acquire, construct, and equip a multifamily housing project, including approximately 217 total units with a mix of affordable and market rate units (the "Via Sol Project"), to be located at the intersection of Wooddale Avenue and Highway 7 in the City. 1.03. PLACE E -Generation One has also proposed to acquire, construct, and equip a multifamily housing project, including approximately 83 total units with a mix of affordable and market rate units (the "Via Luna Project"), to be located near at the intersection of 36th Street and Wooddale Avenue in the City. 1.04. On May 22, 2017, the City issued its Multifamily Housing Revenue Note (PLACE St. Louis Park Multifamily Housing Project), Series 2017 (the "Series 2017 Note"), in the original aggregate principal amount of $27,185,503, the proceeds of which were loaned to Via Affordable Living Limited Partnership, a Minnesota limited partnership ("Via Affordable Living"), whose general partner is PLACE E -Generation One, and Via Apartments, LLC, a Minnesota limited liability company whose sole member is PLACE E -Generation One ("Via Apartments"), to finance a portion of the Via Sol Project and the Via Luna Project. The Series 2017 Note was issued as short-term financing for the Via Luna Project and was sold to Anchor Bank, N.A., a national banking association (which later merged with Old National Bank). 1.05. The Via Sol Project and the Via Luna Project are part of a larger mixed-use, mixed -income, transit -oriented development on property located at 5725, 5925, and 5815 Highway 7, 3565 and 3575 Wooddale Avenue, 5814 and 5816 36th Street, 3520 Yosemite Avenue, and the western portion of 3548 Xenwood Avenue in the City (the "Via Project"). 1.06. PLACE E -Generation One, Via Affordable Living, and Via Apartments, or any of their affiliates, partners, or members thereof (collectively, the "Borrower"), have requested that the City issue revenue obligations, in one or more series, as taxable or tax-exempt obligations (the "Bonds"), in the maximum principal amount of $50,000,000, for the benefit of Resolution No. 18-159 the Borrower, in order to (i) finance the acquisition, construction, and equipping of the Via Luna Project and the Via Sol Project; (ii) finance capitalized interest; (iii) fund required reserves; and (iv) pay costs of issuance of the Bonds. 1.07. In addition, the Borrower has asked the City to amend the terms of the Series 2017 Note, which may result in a reissuance of the Series 2017 Note. 1.08. Under Section 147(f) of the Code, prior to the issuance of the Bonds and the amendment of the terms of the Series 2017 Note, the City Council must conduct a public hearing after one publication of notice in a newspaper circulating generally in the City at least fourteen (14) days before the hearing. Under Section 462C.04, subdivision 2 of the Act, a public hearing must be held after one publication of notice in a newspaper circulating generally in the City at least fifteen (15) days before the hearing. Section 2. Public Hearing. The City Council shall meet at 7:30 p.m. on Monday, November 5, 2018, to conduct a public hearing on the issuance of the Bonds by the City and the amendment of the Series 2017 Note. Notice of such hearing (the "Public Notice") will be published as required by Section 462C.04, subdivision 2 of the Act and Section 147(f) of the Code. The City Clerk of the City is hereby authorized and directed to publish the Public Notice, in substantially the form attached hereto as EXHIBIT A, in the Sun -Sailor, the official newspaper of and a newspaper of general circulation in the City, at least fifteen (15) days before the ,meeting of the City Council at which the public hearing will take place. At the public hearing reasonable opportunity will be provided for interested individuals to express their views, both orally and in writing, on the proposed issuance of the Bonds. Section 3. Preliminary Approval. The City Council hereby provides preliminary approval to the issuance of the Bonds in the estimated principal amount not to exceed $50,000,000, subject to: (i) a public hearing as required by the Act and Section 147(f) of the Code; (ii) final approval following the preparation of bond documents; and (iii) final determination by the City Council that the issuance of the Bonds is in the best interests of the City. Section 4. Reimbursement of Costs under the Code. 4.01. The United States Department of the Treasury has promulgated regulations governing the use of the proceeds of tax-exempt bonds, all or a portion of which are to be used to reimburse the City or the Borrower for project expenditures paid prior to the date of issuance of such bonds. Those regulations (Treasury Regulations, Section 1.150-2) (the "Regulations") require that the City adopt a statement of official intent to reimburse an original expenditure not later than sixty (60) days after payment of the original expenditure. The Regulations also generally require that the bonds be issued and the reimbursement allocation made from the proceeds of the bonds occur within eighteen (18) months after the later of: (i) the date the expenditure is paid; or (ii) the date the project is placed in service or abandoned, but in no event more than three (3) years after the date the expenditure is paid. The Regulations generally permit reimbursement of capital expenditures and costs of issuance of the Bonds. 4.02. To the extent any portion of the proceeds of the Bonds will be applied to expenditures with respect to the Via Luna Project and the Via Sol Project, the City reasonably expects to reimburse the Borrower for the expenditures made for costs of the Via Luna Project Resolution No. 18-159 and the Via Sol Project from the proceeds of the Bonds after the date of payment of all or a portion of such expenditures. All reimbursed expenditures shall be capital expenditures, costs of issuance of the Bonds, or other expenditures eligible for reimbursement under Section 1.150-2(d)(3) of the Regulations and also qualifying expenditures under the Act. Based on representations by the Borrower, other than (i) expenditures to be paid or reimbursed from sources other than the Bonds, (ii) expenditures permitted to be reimbursed under prior regulations pursuant to the transitional provision contained in Section 1.150- 2(j)(2)(i)(B) of the Regulations, (iii) expenditures constituting preliminary expenditures within the meaning of Section 1.150-2(f)(2) of the Regulations, or (iv) expenditures in a "de minimis' amount (as defined in Section 1.150-2(f)(1) of the Regulations), no expenditures with respect to the Via Luna Project and the Via Sol Project to be reimbursed with the proceeds of the Bonds have been made by the Borrower more than sixty (60) days before the date of adoption of this resolution of the City. 4103. Based on representations by the Borrower, as of the date hereof, there are no funds of the Borrower reserved, allocated on a long term -basis or otherwise set aside (or reasonably expected to be reserved, allocated on a long-term basis or otherwise set aside) to provide financing for the expenditures related to the Via Luna Project and the Via Sol Project to be financed from proceeds of the Bonds, other than pursuant to the issuance of the Bonds. This resolution, therefore, is determined to be consistent with the budgetary and financial circumstances of the Borrower as they exist or are reasonably foreseeable on the date hereof. Section 5. Costs. The Borrower will pay the administrative fees of the City and pay, or, upon demand, reimburse the City for payment of, any and all costs incurred by the City in connection with the issuance of the Bonds, whether or not the Bonds are issued. Section 6. Commitment Conditional. The adoption of this resolution does not constitute a guaranty or firm commitment that the City will issue the Bonds as requested by the Borrower. The City retains the right in its sole discretion to withdraw from participation and accordingly not to issue the Bonds, or issue the Bonds in an amount less than the amount referred to herein, should the City at any time prior to issuance thereof determine that it is in the best interest of the City not to issue the Bonds, or to issue the Bonds in an amount less than the amount referred to in Section 3 hereof, or should the parties to the transaction be unable to reach agreement as to the terms and conditions of any of the documents required for the transaction. Section 7. Effective Date. This resolution shall be in full force and effect from and after its passage. Attest: MelissaKenne y, bN Clerk Adopted by the City Council October 1, 2018 Resolution No. 18-159 Exhibit A Notice of public hearing Notice of a public hearing to be conducted by the city of st. Louis park, minnesota to consider the issuance of revenue bonds for the benefit of place e -generation one, Ilc, via affordable living limited partnership and via apartments, Ilc or affiliates, partners, or members thereof NOTICE IS HEREBY GIVEN that the City Council of the City of St. Louis Park, Minnesota (the "City"), will hold a public hearing on Monday, November 5, 2018, at or after 7:30 p.m. at City Hall, located at 5005 Minnetonka Boulevard in the City, to consider a proposal that the City approve and authorize the issuance of its revenue bonds, in one or more series, as taxable or tax-exempt obligations (the "Bonds"), in an estimated maximum principal amount of $50,000,000, pursuant to Minnesota Statutes, Chapter 462C, as amended (the "Act"). PLACE E -Generation One LLC, a Delaware limited liability nonprofit company registered to do business in Minnesota ("PLACE E -Generation One") and an affiliate of PLACE, a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, has proposed to acquire, construct, and equip a multifamily housing project, including approximately 217 total units with a mix of affordable and market rate units (the "Via Sol Project"), to be located at the intersection of Wooddale Avenue and Highway 7 in the City. PLACE E -Generation One has also proposed to acquire, construct, and equip a multifamily housing project, including approximately 83 total units with a mix of affordable and market rate units (the "Via Luna Project"), to be located near at the intersection of 36th Street and Wooddale Avenue in the City. The Via Sol Project and the Via Luna Project are part of a larger mixed-use, mixed -income, transit -oriented development on property located at 5725, 5925, and 5815 Highway 7, 3565 and 3575 Wooddale Avenue, 5814 and 5816 36th Street, 3520 Yosemite Avenue, and the western portion of 3548 Xenwood Avenue in the City (the "Via Project"). PLACE E -Generation One, Via Affordable Living Limited Partnership, a Minnesota limited partnership ("Via Affordable Living"), whose general partner is PLACE E -Generation One, and Via Apartments, LLC, a Minnesota limited liability company whose sole member is PLACE E -Generation One ("Via Apartments"), or any of their affiliates, partners, or members (collectively, the "Borrower"), have proposed to use the proceeds of the Bonds to (i) finance the acquisition, construction, and equipping of the Via Luna Project and/or the Via Sol Project; (ii) finance capitalized interest; (iii) fund required reserves; and (iv) pay costs of issuance of the Bonds. The facilities to be financed with the proceeds of the Bonds will be owned and operated by the Borrower. In addition, the Borrower has asked the City to amend the terms of the Multifamily Housing Revenue Note (PLACE St. Louis Park Multifamily Housing Project), Series 2017 (the "Series 2017 Note"), in the original aggregate principal amount of $27,185,503, which may result in a reissuance of the Series 2017 Note. The proceeds of the Series 2017 Note were loaned to Via Affordable and Via Apartments for the purposes of financing the acquisition, construction, and equipping of all or a portion of approximately 300 affordable and market -rate Resolution No. 18-159 apartments to be constructed as part of the Via Project. Following the public hearing, the City Council will consider a resolution granting approval to the issuance of the Bonds and approving a housing program prepared for the Via Luna Project and the Via Sol Project in accordance with the Act and a resolution amending the terms of the Series 2017 Note. The Bonds will be special, limited obligations of the City, and the Bonds and interest thereon will be payable solely from the revenues and assets pledged to the payment thereof. No holder of any Bond will have the right to compel any exercise of the taxing power of the City to pay the Bonds or the interest thereon, or 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. Before issuing the Bonds, the City will enter into one or more agreements with the Borrower, whereby the Borrower will be obligated to make payments at least sufficient at all times to pay the principal of and interest on the Bonds when due. At the time and place fixed for the public hearing, the City Council will give all persons who appear at the hearing an opportunity to express their views with respect to the proposal. In addition, interested persons may direct any questions or file written comments respecting the proposal with the City Clerk, at or prior to said public hearing. Dated: [Date of Publication] By order of the city council of the city of st. Louis park, minnesota /s/ Melissa Kennedy City Clerk City of St. Louis Park, Minnesota