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HomeMy WebLinkAboutResolution - 2002-81 - Providing for Issuance and Sale of Multifamily Housing Revenue Bonds - Eden Prairie Leased Housing Associates I, Limited - 04/16/2002 CITY OF EDEN PRAIRIE HENNEPIN COUNTY,AHNNESOTA RESOLUTION NO.2002-81 A RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF MULTIFAMILY HOUSING REVENUE BONDS TO PROVIDE FUNDS FOR A MULTIFAMILY HOUSING PROJECT ON BEHALF OF EDEN PRAIRIE LEASED HOUSING ASSOCIATES I,LEVHTED PARTNERSHIP WHEREAS, on December 18, 2001, the City Council of the City of Eden Prairie, Minnesota (the "City"), adopted a preliminary resolution relating to the issuance of Multifamily Housing Revenue Bonds (Eden Prairie Leased Housing Associates Project), Series 2002; and WHEREAS, the Company and Underwriter (each as hereinafter defined) have advised the City that temporary bonds in the amount of$20,505,000 should be issued and that significant savings can be achieved by having Bonds with a floating interest rate related to the interest return on the investment of the proceeds of the Bonds: NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Eden Prairie,Minnesota, as follows: 1. City. The City is, by the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapter 462C, as amended(the "Act"), authorized to issue and sell its revenue bonds for the purpose of financing the cost of housing developments and to enter into agreements necessary or convenient in the exercise of the powers granted by the Act. 2. Authorization of Project; Documents Presented. Eden Prairie Leased Housing Associates I, Limited Partnership, a limited partnership organized under the laws of Minnesota (the "Company"), has proposed that the City issue and sell its Multifamily Housing Revenue Bonds (Eden Prairie Leased Housing Associates Project), Series 2002, in substantially the form set forth in the hereinafter-mentioned Indenture (the "Bonds"), pursuant to the Act and loan the proceeds thereof to the Company, in order to provide financing with respect to costs of the acquisition and construction of an approximately 186-unit multifamily rental housing facility and functionally related facilities to be located in the City of Eden Prairie (the "Project"). Forms of the following documents relating to the Bonds have been submitted to the City: (a) a Loan Agreement (the "Loan Agreement") dated as of April 1, 2002, between the City and Company; and (b) an Indenture of Trust (the "Indenture") dated as of April 1, 2002, between the City and U.S. Bank National Association, as trustee (the"Trustee"); and (c) a Bond Purchase Agreement (the "Bond Purchase Agreement") by and among Dougherty &: Company LLC (the "Underwriter"), the Company and the City, I 1 providing for the purchase of the Bonds from the City by the Underwriter and setting the terms and conditions of purchase; and (d) a Limited Offering Memorandum respecting the Bonds. 3. Findings. It is hereby found, determined and declared that: (a) There is no litigation pending or, to the actual knowledge of the City, threatened against the City questioning the City's execution or delivery of the Bonds, Loan Agreement, Bond Purchase Agreement, or Indenture or questioning the due organization of the City, or the powers or authority of the City to issue the Bonds and undertake the transactions contemplated hereby. (b) The execution, delivery and performance of the City's obligations under the Bonds, Indenture, Bond Purchase Agreement, and Loan Agreement do not and will not violate any order against the City of any court or other agency of government, or any indenture, agreement or other instrument to which the City is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument. (c) The Bonds shall not be payable from or a charge upon any funds of the City other than amounts payable pursuant to the Loan Agreement and moneys in the funds and accounts held by the Trustee which are pledged to the payment thereof; the City shall not be subject to any liability thereon; no owners of the Bonds shall ever have the right to compel the exercise of the taxing power of the City to pay any of the Bonds or the interest thereon or to enforce payment thereof against any property of the City; the Bonds shall not constitute a general or moral obligation of the City or a charge, lien or encumbrance, legal or equitable, upon any property of the City (other than the interest of the City in the Loan Repayments to be made by the Company under the Loan Agreement); and each Bond issued under the Indenture shall recite that such Bond, including interest thereon, shall not constitute or give rise to a charge against the general credit or taxing powers of the City. (d) In authorizing the financing of the Project, the City's purpose is, and in its judgment the effect thereof will be, to promote the public welfare by providing a multifamily rental housing development within the meaning of the Act and assisting low and moderate income persons to obtain decent, safe and sanitary housing at rentals they can afford, and facilitating the development of rental housing opportunities for residents of the City. (e) A public hearing on the proposal to adopt a housing program to finance the Project was called and held on March 7, 2002 and continued on April 16, 2002, at which time all persons who appeared were given an opportunity to express their views with respect to the proposal to finance the Project. The City's program for financing the Project was submitted to the Metropolitan Council as required by the Act and was approved by its City Council on April 16, 2002. (f) Under the proN isions of the Indenture, certain of the City's interests in the Loan Agreement and certain payments due hereunder-Mll be pledged and assigned to the Trustee as security for the payment of the principal of, interest, and premium, if any, on the Bonds. (g) No public official of the City has either a direct or indirect financial interest in this Loan Agreement, nor will any public official either directly or indirectly benefit financially from this Loan Agreement within the meaning of Minnesota Statutes, Sections 469.009 and 471.87. (h) The City has authorized the Partnership, in accordance with the provisions of the Act and subject to the terms and conditions set forth in Article 3 of the Loan Agreement, which terms and conditions the City has deemed to be necessary and proper, to provide for the acquisition and construction of the Project by such means as shall be available to the Partnership and in the manner determined by the Partnership, and with or without advertisement for bids as may be required for the acquisition and construction of facilities by the City; and has ratified, confirmed and approved all actions heretofore by the Partnership consistent with and in anticipation of such City. 4. Approval and Execution of Documents. The forms of Loan Agreement, Indenture and Bond Purchase Agreement are approved. The Bonds, Loan Agreement, Indenture, and Bond Purchase Agreement are authorized to be executed in the name and on behalf of the City by the Mayor and the City Manager, or executed or attested by other officers of the City, in their discretion and at such time, if any, as such officers may deem appropriate, in substantially the form on file, but with such changes therein as may be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof. 5. Approval, Execution and Delivery of Bonds. The issuance of the Bonds is authorized, in an aggregate principal amount of not to exceed $20,505,000 in the form and upon the terms set forth in the Indenture, which terms are for this purpose incorporated in this resolution and made a part hereof; provided, however, that the initial aggregate principal amount of and the maturities of the Bonds, the index or formula for the floating interest rates thereon, and any provisions for the optional or mandatory redemption thereof shall all be as set forth in the final form of the Indenture to be approved, executed and delivered by the officers of the City authorized to do so by the provisions of this Resolution, which approval shall be conclusively evidenced by such execution and delivery; and provided further that, in no event, shall such maturities exceed 50 years. The Mayor and the City Manager, and other officers of the City are authorized, in their discretion and at such time, if any, as they may deem appropriate, to execute the Bonds as prescribed in the Indenture, together with a certified copy of this Resolution and such other documents of the City as may be reasonably required. 6. Limited Offering Memorandum. The City hereby consents to the circulation by the Underwriter of the Limited Offering Memorandum in offering the Bonds for sale; provided, however, that the City has not participated or been requested to participate in the preparation of the Limited Offering Memorandum or independently verified the information in the Limited Offering Memorandum, and the City assumes no responsibiliq,for, and makes no representations or warranties as to,the accuracy, sufficiency or completeness of such information. 3 7. Certificates, etc. The ITayor and City Manager, and other officers of the City may furnish to bond counsel and the purchaser of the Bonds, when issued, certified copies of all proceedings and records of the City relating to the Bonds, and such other affidavits and certificates as may be required to show the facts appearing from the books and records of the City in the officers' custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein. ADOPTED by the City Council of the City of Eden Prairie this 16th day of April 2002. c yr uke ayor ATTEST: AY14- Ka hleen Porta, City Clerk 4