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HomeMy WebLinkAboutResolution - 2010-45 - Authorizing MultiFamily Housing Revenue Bonds - Prairie Meadows - 06/15/2010 CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2010-45 RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF A MULTIFAMILY HOUSING REVENUE NOTE(PRAIRIE MEADOWS PROJECT), SERIES 2010; AND PRESCRIBING THE FORM OF AND AUTHORIZING THE EXECUTION OF RELATED DOCUMENTS. WHEREAS,the City of Eden Prairie(the"City")is a municipal corporation and political subdivision duly organized and existing under the Constitution and laws of the State of Minnesota; and WHEREAS,pursuant to the Constitution and laws of the State of Minnesota,particularly Minnesota Statutes, Chapter 462C, as amended(the"Act"), the City is authorized to carry out the public purposes described therein and contemplated thereby in the financing of housing within its jurisdiction, by issuing revenue notes and bonds to defray, in whole or in part, the development costs of a low and moderate income rental housing development,and by entering into any agreements made in connection therewith and by pledging any such agreements as security for the payment of the principal of and interest on any such revenue notes and bonds; and WHEREAS, by Resolution No. 2010-22, adopted on February 16, 2010, the City has given preliminary approval to the issuance of its Multifamily Housing Revenue Note (Prairie Meadows Project),Series 2010(the"Note")for the purpose of refinancing certain taxable bonds previously issued by Community Housing Development Corporation (the "Member") to refund certain tax-exempt bonds issued by the City to finance the cost of acquisition and rehabilitation of a 1 68-unit multifamily residential rental housing development for occupancy by persons and families of low and moderate income (the "Project"), located at 11345 Westwind Drive in the City, and generally known as Prairie Meadows Apartments, and financing additional improvements to the Project and related costs; and WHEREAS, the Member will convey the Project to Community Housing Development Corporation Prairie Meadows,LLC,a Minnesota limited liability company(the"Borrower"),of which the Member will be the sole member; and WHEREAS, the Note will be issued under this Resolution (the "Resolution"), and the proceeds of the Note will be loaned to the Borrower pursuant to a Loan Agreement(the"Loan Agreement"),and the Note will be secured by a pledge of all rights and revenues derived by the City from the Loan Agreement(except certain retained rights of the City),and said Note and the interest on said Note shall be payable solely from the revenues pledged therefor and the Note shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation nor give rise to a pecuniary liability of the City or a charge against its general credit or assets and shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any i property of the City other than the City's interest in the Project, and the revenues from the Project shall be pledged for the security and payment of the Note(except as may otherwise be set forth in the Pledge Agreement hereinafter referred to); and WHEREAS, forms of the following documents(including the exhibits referred to therein) have been submitted to the City: a. The Loan Agreement to be made and entered into between the City and the Borrower providing for the loan of the proceeds of the Note to the Borrower, and for the repayment of such loan; b. The Pledge Agreement to be made and entered into between the City and U.S. Bank National Association (the "Lender"), pledging the City's right, title and interest in the Loan Agreement as the security of the Note, and setting forth proposed covenants and agreements with respect thereto; C. The Amended and Restated Regulatory Agreement between the City,the Lender and the Borrower(the "Regulatory Agreement"); d. The form of Note from the City to the Lender; and C. The Combination Mortgage, Security Agreement, Assignment of Rents and Leases and Fixture Financing Statement from the Borrower to the City (the "Mortgage"), and the Assignment of Mortgage from the City to the Lender (the "Assignment"). The agreements described and referred to in paragraphs a through a above shall hereinafter sometimes be referred to collectively as the "Agreements"; NOW,THEREFORE,BE IT RESOLVED BY THE CITY OF EDEN PRAIRIE THAT: Section 1. The City acknowledges, finds,determines,and declares that the preservation of the quality of life in the City is dependent upon the maintenance,provision,and preservation of an adequate housing stock which is affordable to persons and families of low or moderate income, and that accomplishing this is a public purpose. Section 2. There is hereby authorized the issuance of the Note,in an aggregate principal amount not to exceed$6,000,000. The Note shall bear interest at such rate not to exceed 5.65% per annum(which may be the actual rate of the Note,or the rate which is the effective rate after entering into an interest rate swap), shall be in such denomination, shall be numbered, shall be dated, shall mature, shall be subject to redemption prior to maturity, shall be in such form, and shall have such other details and provisions as are prescribed by the form of the Note and the Loan Agreement described herein. The final principal amount and interest rate shall be determined by the City Manager, in his discretion; provided that the execution thereof by the City Manager shall be conclusive evidence of such determination. 2 Section 3. The Note shall be a special obligation of the City payable solely from the revenues of the Project. The Note does not constitute an indebtedness,liability,general or moral obligation or a pledge of the faith and credit or any taxing power of the City, the State of Minnesota, or any political subdivision thereof. Notwithstanding anything contained in the Note or Agreements or this Resolution, the Note,premium,if any,and interest thereon shall not constitute an indebtedness of the City within the meaning of any constitutional,charter or statutory limitation and shall not constitute or give rise to a pecuniary liability of the City 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 City Other than its interest in the Project, and no owner of the Note shall ever have the right to compel any exercise of the taxing power of the City to pay the Note or the interest thereon or to enforce payment thereof against any property of the City other than its interest in the Project. The agreement of the City to perform the covenants and other provisions contained in this Resolution or the Note or the Agreements shall be subject at all times to the availability of revenues furnished by the owner sufficient to pay all costs of such performance or the enforcement thereof, and neither the City nor any of its officers, employees or agents shall be subject to any personal or pecuniary liability thereon. No failure of the City to comply with any terms, conditions, or agreement therein shall subject the City or its officers,employees or agent to liability for any claim for damages,costs or other financial or pecuniary charges except to the extent that the same can be paid or recovered from the Agreements or revenues therefrom or proceeds of the Note. Section 4. The Mayor of the City(the "Mayor") and the City Manager of the City(the "City Manager") are hereby designated as the representatives of the City with respect to the issuance of the Note and the transactions related thereto. Section 5. The Note and Agreements in substantially the forms submitted to the City at this meeting are hereby approved. Such of the documents as require the execution of the City are hereby authorized and directed to be executed or accepted,as the case may be,and delivered in the name and on behalf of the City by its Mayor and City Manager upon execution thereof by the parties thereto as appropriate. The Note and the Agreements shall be executed and delivered as provided therein. Copies of all the documents necessary for the consummation of the transactions described herein and in the Agreements shall be delivered, filed and recorded as provided herein and in the Agreements. The form and terms of the Note and Agreements may be varied prior to execution and delivery by the parties thereto,provided that any such variance shall not be,in the opinion of the City's legal counsel and the City Manager, materially adverse to the interests of the City. The execution and delivery of the Note and Agreements as provided above shall be conclusive evidence of the determination that any such variance was not materially adverse to the interests of the City, Section 6. The sale of the Note to the Lender is hereby approved and the Note is hereby directed to be sold to the Lender,upon the terms and conditions set forth in the Agreements and 3 the Note. The Mayor and City Manager of the City are hereby authorized and directed to prepare and execute by manual or facsimile signature the Note as described in the Agreements and to deliver it to the Lender together with a certified copy of this Resolution,and the other documents required by the Agreements. Section 7. Except as otherwise provided in this resolution, all rights, powers, and privileges conferred, and duties and liabilities imposed, upon the City by the provisions of this Resolution or other documents authorized hereby shall be exercised or performed by the City,or by such officers,board,body,or agency as may be required or authorized by law to exercise such powers and to perform such duties. No covenant, stipulation, obligation, representation, or agreement herein contained or contained in the other documents authorized hereby shall be deemed to be a covenant, stipulation, obligation, representation, or agreement of any officer, agent, or employee of the City in that person's individual capacity, and neither the members of this City Council nor any officer or employee executing the Note shall be liable personally on the Note or be subject to any personal liability or accountability by reason of the issuance thereof. Section 8. Except as herein otherwise expressly provided, nothing in this Resolution, expressed or implied, is intended or shall be construed to confer upon any person, firm, or corporation other than the City,and the owners of the Note,any right,remedy,or claim,legal or equitable,under and by reason of this Resolution or any provision hereof,this Resolution and all of its provisions being intended to be and being for the sole and exclusive benefit of the City and the owners of the Note issued under the provisions of this Resolution. Section 9. In case any one or more of the provisions of this Resolution or of the Note issued hereunder shall for any reason be held to be illegal or invalid,such illegality or invalidity shall not affect any other provision of this Resolution or of the Note,but this Resolution and the Note shall be construed as if such illegal or invalid provision had not been contained therein. Section 10. The Mayor and City Manager of the City,officers of the City,and attorneys and other agents or employees of the City are hereby authorized to do all acts and things required by them by or in connection with this Resolution and the other documents referred to above for the full, punctual, and complete performance of all the terms, covenants, and agreements contained in the Note and the other documents referred to above, and this resolution. Section 11. The Mayor and the City Manager are hereby designated and authorized to take such administrative action as is permitted or required in connection with the issuance of the Note by the terms of the Loan Agreement,the Regulatory Agreement and the Pledge Agreement. Section 13. The Mayor and the City Manager of the City are authorized and directed to execute and deliver any and all certificates,agreements or other documents which are required by the Loan Agreement, the Pledge Agreement, the Regulatory Agreement, the Assignment or any other agreements,certificates or documents which are deemed necessary or appropriate by bond counsel to evidence the validity or enforceability of the Note or the other documents referred to in this Resolution,or the security therefore,or to evidence compliance with Section 145, 148 or Section 142(d)of the Internal Revenue Code of 1986,as amended(the"Code");and 4 all such agreements or representations when made shall be deemed to be agreements or representations, as the case may be, of the City. Section 14. If for any reason the Mayor or City Manager of the City is unable to execute and deliver those documents referred to in this Resolution,any member of the City Council of the City may execute and deliver such documents with the same force and effect as if such documents were executed by the Mayor or the City Manager. Section 15. This resolution shall be in fill farce and effect from and after its passage. ADOPTED by the Eden Prairie City Council on this 15th day June, 20 1 Q. i I Phil Young, Ma r ATTEST: Kafhleen Porta, City Clerk