Loading...
2003-047 CITY OF HOPKINS HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 03-047 RESOLUTION AUTHORIZING THE EXECUTION AND DELNERY OF A GROUND LEASE AND A LEASE-PURCHASE AGREEMENT, AND APPROVING AND AUTHORIZING ISSUANCE OF LEASE REVENUE BONDS AND EXECUTION OF RELATED DOCUMENTS BE IT RESOLVED by the City Council of the City of Hopkins, Minnesota, as follows: Section 1. Recitals. 1.01. The City is authorized by Minnesota Statutes, Section 465.71, as amended, to acquire real and personal property under lease-purchase agreements. 1.02. The City has agreed with the Housing and Redevelopment Authority in and for the City of Hopkins (the "Authority") that pursuant to a Ground Lease dated as of June I, 2003 (the "Ground Lease"), the Authority will acquire certain property from the City (the "Site"), and the Authority will lease such property, together with the a portion of the buildings, structures or improvements now or hereafter located thereon, to the City pursuant to a Lease-Purchase Agreement dated as of June 1,2003 (the "Lease"). 1.03. The Authority has also agreed with the City that the Authority will lease a portion of the existing facilities on the Site (the "Existing Facilities") to the City pursuant to a Lease Agreement (Existing Facilities) dated as of June 1,2003 (the "Existing Facilities Lease"). 1.04. Pursuant to a Trust Indenture dated as of June I, 2003 (the "Indenture") between the Authority and Bankers Trust Company, Des Moines, Iowa, as trustee (the "Trustee"), the Authority will issue its Public Facility Lease Revenue Bonds, Series 2003A (police Station Improvements) (the "Series 2003A Bonds") in an aggregate principal amount of $3,050,000. 1.05. Under the Indenture, proceeds of the Series 2003A Bonds will be used to establish a Debt Service Reserve Fund to secure the Series 2003A Bonds and to pay costs of acquisition, construction and equipping of the Facilities described in the Lease, pursuant to a Disbursing Agreement dated as of June 1,2003 (the "Disbursing Agreement"), among the Authority, the City, the Trustee and Commercial Partners Title, LLC. 1.06. Pursuant to an Assignment and Security Agreement dated as of Jnne I, 2003 (the "Assignment"), the Authority will assign to the Trustee all of the Authority's right, title and interest in and to the Ground Lease, the Lease and the Lease Payments to be made by the City thereunder (other than certain rights to indemnification and payment of expenses, and subject to the City's leasehold interest in the Existing Facilities under Existing Facilities Lease) as security for the Series 2003A Bonds. 1.07. Forms of the Ground Lease, the Lease, the Existing Facilities Lease, the Indenture, SJB-231370vl HPllQ-68 the Disbursing Agreement, the Assignment, the Official Statement for the Series 2003A Bonds and a Continuing Disclosure Certificate of the City have been prepared and submitted to this Council and are on file with the City. Section 2. Findings. On the basis of information given the City to date, it is hereby found, determined and declared that: (a) it is desirable and in the best interest of the City to enter into the Ground Lease, the Lease, the Existing Facilities Lease and the Disbursing Agreement, and to execute the Continuing Disclosure Certificate. (b) the terms of the Gronnd Lease, the Lease, the Existing Facilities Lease, the Disbursing Agreement, the Indenture, the Assignment and the Continuing Disclosure Certificate are found to be advantageous to the City and the form and terms thereof are hereby approved. ( c) The Site and the Facilities described in the Lease constitute essential government property, and the City presently intends to appropriate all Lease Payments under the Lease for the term of the Lease; however, the obligations of the City under the Lease are not to be payable from nor charged upon any funds of the City other than the funds appropriated annually to the payment thereof, and the Lease shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City except its interest in the Lease and in the Site and the Facilities under the Lease. Section 3. Authorization of Documents. The Mayor and the City Manager are authorized and directed to execute and deliver the Ground Lease, the Lease, the Existing Facilities Lease, the Disbursing Agreement and the Continuing Disclosure Certificate on behalf of the City, substantially in the forms on file, but with all such changes therein as shall be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof. Copies of all of the transaction documents shall be delivered, filed and recorded as provided therein. The Mayor and the City Manager and other City officers are also authorized and directed to execute such other instruments as may be required to give effect to the transactions herein contemplated. The Official Statement, as completed and supplemented, and its distribution to potential purchasers of the Series 2003A Bonds, are hereby approved. The City, as an "obligated person" with respect to the Series 2003A Bonds, will comply with the requirements of Rule 15c2-l2(b)(5) of the Securities and Exchange Commission, as set forth in the Continuing Disclosure Certificate. Section 4. Approval of Issuance and Sale of Series 2003A Bonds. The issuance and sale by the Authority of the Series 2003A Bonds as described in the Official Statement is hereby approved in all respects. The City will pay, from proceeds of the Series 2003A Bonds or from other City funds, the costs of issuance of the Series 2003A Bonds. Section 5. Payment of Lease Payments. The City win pay to the Trustee, promptly when due, all ofthe Lease Payments and other amounts required by the Lease. To provide moneys to make such payments, the City will include in its annual budget, for each Fiscal Year during the SJB-23137Qvl HP 110-68 term of the Lease, commencing with the Fiscal Year ending on December 31, 2004, moneys sufficient to pay and for the purpose of paying all Lease Payments, a reasonable estimate of Additional Lease Payments, and other amounts payable under the Lease. The agreement of the City in this Section is subject to the City's right to terminate the Lease at the end of any Fiscal Year, as set forth in Section 5.6 of the Lease. Section 6. Miscellaneous. 6.01. The City covenants and agrees with the Owners from time to time of the Series 2003A Bonds that the investment of proceeds of the Series 2003A Bonds, including the investment of any revenues pledged to the Lease Payments which are considered proceeds under applicable regulations, and accumulated sinking funds, if any, shall be limited as to amount and yield in such manner that the Series 2003A Bonds shall not be "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, and applicable regulations thereunder, and that the City shall comply with all other applicable requirements of Section 148. On the basis of the existing facts, estimates and circumstances, including the foregoing findings and covenants, the City hereby certifies that it is not expected that the proceeds of the Series 2003A Bonds will be used in such manner as to cause the Series 2003A Bonds to be "arbitrage bonds" under Section 148 and any regulations thereunder. The Site, the Facilities and the proceeds of the Series 2003A Bonds will likewise be used in such manner that the Series 2003A Bonds will not be "private activity bonds" under Section 141 ofthe Internal Revenue Code of 1986, as amended, and applicable regulations. 6.02. The officers of the City are authorized and directed to prepare and furnish to the original purchaser of the Series 2003A Bonds, and to the attorneys approving the Series 2003A Bonds, certified copies of all proceedings and records of the City relating to the power and authority ofthe City to enter into the Ground Lease and the Lease within their knowledge or as shown by the books and records in their custody and control, and such certified copies and certificates shall be deemed representations of the City as to the facts stated therein. 6.03. The City covenants that it will file (or cause the Authority to file) with the Intemal Revenue Service the information required under Section l49(e) of the Internal Revenue Code of 1986. 6.04. Capitalized terms used herein and defined in the Lease or the Indenture have the meanings given in the Lease or the Indenture. Section 7. adoption. Effective Date. This resolution shall be effective immediately upon its final SJB-231370vl HPllO-68 The foregoing resolution was introduced by Member -JO hne;o Y1 and seconded by Member ( JPnc,p V1 . The following voted in favor of the resolution: The following voted against: Whereupon the resolution was adopted. ADOPTED: May 20,2003. ~/9k~ Mayor Attest: SJ8-231370vl HPIIO-68