1993-133
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CITY OF HOPKINS, MINNESOTA
RESOLUTION NO. 93-133
RESOLUTION RELATING TO INDUSTRIAL DEVELOPMENT REVENUE
REFUNDING BONDS (SUPERVALU INC. PROJECT), SERIES 1993;
AUTHORIZING THE SALE AND ISSUANCE OF THE BONDS AND THE
EXECUTION AND DELIVERY OF NECESSARY DOCUMENTS
BE IT RESOLVED by the City Council of the City of Hopkins, Minnesota (the
"City" ), as follows:
Section 1. Recitals.
1.01. The City is authorized by Minnesota Statutes, Sections 469.152 to
469.165, as amended (the "Act"), to issue its revenue bonds to refund, in whole or
in part, bonds previously issued by the City under the authority of the Act.
1.02. The City has previously issued its Industrial Development Revenue
Bonds (Super Valu Stores, Inc. Project), dated, as originally issued, January 1,
1979 (the "Prior Bonds") , in the original principal amount of $1,000,000, all of which
remain outstanding on the date hereof. The Prior Bonds were issued for the purpose
of financing the construction and equipping of freezer additions to an existing
warehouse located at 101 Jefferson Avenue South in the City (the "Facility") on
behalf of SUPERVALU INC. (formerly known as Super Valu Stores, Inc.), a
Delaware corporation (the "Company") ·
1.03. The Company has proposed that the City issue its revenue bonds (the
"Revenue Bonds"), pursuant to the authority of the Act, to refund the Prior Bonds.
1.04. At a public hearing, duly noticed and held on December 7, 1993, on the
proposal to issue the Revenue Bonds, all parties who appeared at the hearing were
given an opportunity to express their views with respect to the proposal to issue the
Revenue Bonds and interested persons were given the opportunity to submit written
comments to the City Manager before the time of the hearing.
1 .05. The following documents relating to the refunding and the financing
have been su1?mitted to the City and are now on file in the office of the City Manager:
(a) an Indenture of Trust (the "Indenture") to be entered into
between the City and the First Trust National Association (the "Trustee");
(b) a Loan Agreement (the "Agreement") to be entered into between
the City and the Company;
(c) a Bond Purchase Agreement (the "Bond Purchase Agreement")
to be entered into between the City, the Company and Piper Jaffray Inc. (the
"Underwriter"); and
(d) an Official Statement (the "Official Statement") to be used by the
Underwriter in connection with the offer and sale of the Revenue Bonds.
Section 2. Findings. It is hereby found, determined and declared that:
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(a) the refunding of the Prior Bonds, the issuance and sale of the
Revenue Bonds, the execution and delivery of the Loan Agreement, the
Indent?re and the Bond Purchase Agreement and any other documents
authorIzed hereby to be executed by officers of the City and the performance
of all covenants and agreements of the City contained in the Loan Agreement,
the Indenture, the Bond Purchase Agreement and any such other documents
and all other acts and things required under the Constitution and laws of the
State of Minnesota to make the Loan Agreement, the Indenture, the Bond
Purchase Agreement and any such other documents and the Revenue Bonds
valid and binding obligations of the City in accordance with their terms are
authorized by the Act;
(b) it is desirable that a series of Revenue Bonds to be entitled
Industrial Development Revenue Refunding Bonds ("SUPERVALU INC.
Project"), Series 1993 in the aggregate principal amount of $1,000,000 be
issued by the City upon the terms set forth in the Indenture, under the
provisions of which a pledge of and security interest in the City's interest in
the Loan Agreement and the payments thereunder (except for certain
expenses and indemnification) will be granted to the Trustee as security for
the payment of principal of, premium, if any, and interest on the Revenue
Bonds;
(c) the loan payments contained in the Loan Agreement are fixed, and
required to be revised from time to time as necessary, so as to produce income
and revenue sufficient to provide for prompt payment of principal of,
premium, if any, and interest on the Revenue Bonds when due; and
(d) under the provisions of Minnesota Statutes, Section 469.162, and
as provided in the Loan Agreement and Indenture, the Revenue Bonds are not
to be payable from nor charged upon any funds of the City other than the
revenue pledged to the payment thereof; the City is not subject to any
liability thereon; no holders of the Revenue Bonds shall ever have the right
to compel any exercise of the taxing power of the city to pay any of the
Revenue Bonds or the interest thereon, nor to enforce payment thereof
against any property of the City; the Revenue Bonds shall not constitute a
charge, lien or encumbrance, legal or equitable, upon any property of the
City; and each Revenue Bond issued under the Indenture shall recite that the
Revenue Bonds have been issued under the Act and that the Revenue Bonds,
including interest thereon, are payable solely from the revenue pledged to the
payment thereof and that no Revenue Bond shall constitute a debt of the City
within the meaning of any constitutional or statutory limitation.
Section 3. Approval of the Issuance of the Revenue Bonds and Execution of
Documents and Revenue Bonds.
3.01. The issuance of the Revenue Bonds for the purpose of refunding the
Prior Bonds and the proposal of the Underwriter to purchase the Revenue Bonds on
the terms set forth in the Bond Purchase Agreement are hereby approved. The City
shall proceed forthwith to issue the Revenue Bonds 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. The Mayor and the City Manager are authorized
to prepare and execute the Revenue Bonds as prescribed by the Indenture and
deliver them to the Trustee, together with a certified copy of this Resolution and
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other documents required by the Indenture, for authentication and delivery to the
Underwriter. '
3.02. The forms of the Loan Agreement, the Indenture and the Bond Purchase
Agreement referred to in Section 1.05 are hereby approved. The Loan Agreement,
the Indenture and the Bond Purchase Agreement, substantially in the form submitted
but with such variations, insertions and additions as the City Attorney may
hereafter approve, are directed to be executed in the name and on behalf of the City
by the Mayor and the City Manager. Copies of all of the documents shall be
delivered, filed and recorded as provided therein. The Mayor and City Manager are
also authorized and directed to execute such other documents and closing certificates
as may be necessary or desirable to carry out the transaction and the issuance of the
Revenue Bonds, upon review and approval thereof by the City Attorney.
3.03. As provided in the Bond Purchase Agreement, the Revenue Bonds will
be offered for sale by the Underwriter to the public by means of the Official
Statement. The City approves the distribution of the Official Statement to
prospective purchasers of the Revenue Bonds. The City has not participated in the
preparation of the Official Statement, has made no independent investigation with
respect to the information contained therein and shall have no liability for the
sufficiency, accuracy or completeness of such information as contained in the Official
Statement.
3.04. The execution of any instrument by the appropriate officer or officers
of the City herein authorized shall be conclusive evidence of the approval of such
documents in accordance with the terms hereof. In the absence of the Mayor or City
Manager, any of the documents authorized by this resolution to be executed may be
executed by such other officer of the City as, in the opinion of the City Attorney,
is authorized to execute such documents.
3.05. The Mayor and the City Clerk are authorized and directed to prepare
and furnish to the Underwriter and bond counsel certified copies of all proceedings
and records of the City relating to the Revenue Bonds, and such other affidavits and
certificates as may be required to show the facts relating to the legality and
marketability of the Revenue Bonds as such facts appear from the books and records
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 Hopkins, Minnesota on the 7th day
of December, 1993.
Attest:
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