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HomeMy WebLinkAboutResolution 92-32THE CITY OF COLUMBIA HEIGHTS RESOLUTION NO. 92-32 RESOLUTION AUTHORIZING THE ISSUANCE JOINTLY BY CITY OF BROOKLYN CENTER, CITY OF COLUMBIA HEIGHTS, CITY OF MOORHEAD AND THE ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF ROBBINSDALE OF THEIR SINGLE FAMILY MORTGAGE REVENUE REFUNDING BONDS, TAXABLE SERIES 1992A IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $8,000,000, RESIDUAL INTEREST REVENUE BONDS, SERIES 1992B IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $2,000,000, AND RESIDUAL INTEREST REVENUE BONDS, SERIES 1992C, IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $1,000,000, PURSUANT TO MINNESOTA STATUTES, CHAPTERS 462A, 462C, 469 AND SECTION 471.59, AND APPROVING AND AUTHORIZING THE EXECUTION OF VARIOUS DOCUMENTS IN CONNECTION THEREWITH BE IT RESOLVED by the City Council of the City of Columbia Heights as follows: 1. City of Brooklyn Center, City of Columbia Heights, City of Moorhead and the Housing and Redevelopment Authority of the City of Robbinsdale, as the predecessor of the Economic Development Authority of the City of Robbinsdale (the "Robbinsdale Authority") in 1982 issued their $31,758,000 Single Family Mortgage Revenue Bonds (the "Prior Bonds") to undertake a below market interest rate single family mortgage loan program to finance the acquisition by low and moderate income first-time homebuyers of single family homes located in the Cities of Brooklyn Center, Columbia Heights, Moorhead and Robbinsdale (the "Program") by acquiring qualifying mortgage loans (the "Mortgage Loans" ). A portion of the Mortgage Loans have been or will be transferred to the Federal National Mortgage Association "(FNMA"), and in consideration thereof, there have been or will be issued certain single pool Guaranteed Mortgage Pass-Through Securities (collectively the "GNMA Security"), guaranteed as to timely payment of principal and interest by FNMA. Certain of the Mortgage Loans (the "Non-FNMA Mortgage Loans") have not been transferred to FNMA. It is in the best interests of the City of Columbia Heights that (a) the City of Columbia Heights, together with the City of Brooklyn Center, City of Moorhead and Robbinsdale Authority (together, the "Issuer") issue their Single Family Mortgage Revenue Refunding Bonds, Taxable Series 1992A ("Series 1999.A Bonds"), to refund the Prior Bonds, (b) the Issuer issue their Residual Interest Revenue Bonds, Series 1992B (" Series 1992B Bonds") and Residual Interest Revenue Bonds, Series 1992C ("Series 1992C Bonds") (the Series 1992A Bonds, Series 1992B Bonds and the Series 1992C Bonds are referred to as the "Bonds"), secured on a subordinate basis to the Series 1992A Bonds to finance certain essential governmentai functions of the entities which constitute the Issuer and (c) all of such Bonds be secured by the FNMA Security and the Non-FNMA Mortgage Loans. Ail of such Bonds shall be issued in accordance with the Joint Powers Agreement described herein. The Issuer will issue the Bonds pursuant to the three separate Indentures of Trust hereinafter referred to, and will apply the proceeds of such Bonds as provided in such Indentures of Trust and in other documents hereinafter referred to, pursuant to Minnesota Statutes, Chapters 462A and 462C (the "Act") and Minnesota Statutes, Section 471.59 (the "Joint Powers Act"). 2. The following documents (including the exhibits referred to therein) have been submitted to the City of Columbia Heights for approval: a. three separate Indentures of Trust, each dated as of October 1, 1992 (the "1992A Indenture, 1992B Indenture and 1992C Indenture" respectively), to be made and entered into between the Issuer and First Trust National Association, as trustee (the "Trustee"), providing for the issuance of the Bonds, prescribing the form thereof, pledging the trust estate described therein for the security of the Bonds, and setting forth proposed recitals, covenants and agreements by the parties with respect thereto; b. the Amendment to Program Administration and Servicing Agreement, dated as of October 1, 1992 (the "Servicing Agreement"), between the Issuer, the Trustee and the Servicer, which amends and supplements that certain Program Administration and Servicing Agreement, dated as of 2 December 29, 1982, executed in connection with the issuance of the Prior Bonds; c. an Amended and Restated Joint Powers Agreement, dated as of October 1, 1992 (the "Joint Powers Agreement"), by and between each of the entities which comprise the Issuer, providing, among other things, for the joint undertaking of the Program and the issuance of the Bonds by the Issuer; d. a Purchase Contract, to be dated as of the date of execution thereof (the "Purchase Contract") by and between the Issuer and Miller & Schroeder Financial, Inc. (the "Purchaser") providing for the purchase of the Bonds by the Purchaser; and e. a First Amendment to Prior Indenture, dated as of October 1, 1992, between the Issuer and the Trustee, amending certain terms of the indenture of trust pursuant to which the Prior Bonds were issued; and f. an Escrow Agreement, dated as of October 1, 1992, between the Issuer and the Prior Trustee, to provide for the defeasance and payment of the Prior Bonds using proceeds of the Series 1992A Bonds. The agreements described and referred to in paragraphs a through f above, shall hereinafter sometimes be referred to collectively as the "Agreements". 3. It is hereby found, determined and declared that: a. The issuance of the Bonds and the defeasance of the Prior Bonds are authorized by the Act and the Joint Powers Act; and the Program and financing program therefor have been approved as required by Sections 462C.01 and 462C.04 of the Act; b. The issuance and sale of the Bonds by the Issuer, and the execution and delivery of the Agreements and the performance of all covenants and agreements of the Issuer contained therein and of all other acts and things required under the Constitution and Laws of the State of Minnesota to make the Agreements and the Bonds valid and binding obligations of the Issuer in accordance with their terms, are authorized by the Act and the Joint Powers Act; c. The issuance of the Bonds for the purposes and in the manner contemplated by the Agreements conforms or will conform to all pertinent regulations and ordinances of the State of Minnesota, and the statutes, Issuer; d. It is desirable that the Bonds in the aggregate principal amounts not to exceed the amounts set forth at Exhibit A be issued by the Issuer, on the terms set forth in the respective Indentures and the Purchase Contract, and at interest rates not to exceed those rates set forth at Exhibit A; e. The payments required or provided for by each of the Indentures are intended to produce income and revenues sufficient to provide for the payment when due of principal of, and interest on all Bonds issued under the respective Indentures, provided that it is understood that the Series 1992B Bonds shall be subordinate to the Series 1992A Bonds, and the Series 1992C Bonds shall be subordinate to both the Series 1992A Bonds and the Series 1992C Bonds; and g. Pursuant to the provisions of the Act, and as provided in the respective Indentures and the Joint Powers Agreement, the Bonds shall be retired solely from the revenues pledged thereto pursuant to the respective Indentures and a separate sinking fund shall be established for the accounting of the revenues and retirement of the Bonds. 4. The Agreements are hereby approved .either in the forms on file with the City of Columbia Heights on the date hereof, or in such forms as may be approved by the Mayor and City Manager. Such of the Agreements as require the execution of the City of Columbia Heights 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 of Columbia Heights by its Mayor and City Manager upon execution thereof by the 4 parties thereto as appropriate, and upon final approval of the form thereof by the Mayor. The Bonds and the Agreements shall be executed and delivered as provided therein. 5. The Trustee is hereby authorized to execute and deliver such instruments for the investment of the proceeds of the Bonds as shall be satisfactory to the City Manager. 6. The form and terms of the 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 Manager, materially adverse to the interests of the City of Columbia Heights. The execution and delivery of the Agreements shall be conclusive evidence of the determination that any such variance was not materially adverse to the interests of the City of Columbia Heights. 7. In anticipation of the collection of revenues of the Program, there shall be issued forthwith Bonds, in the principal amount not to exceed the amounts set forth at Exhibit A, substantially in the forms set forth in the respective Indentures, the terms of which are for this purpose incorporated in this resolution and made a part hereof as if fully set forth herein. The Bonds shall mature on approximately such dates and bear interest at rates not exceeding those set forth at Exhibit A. 8. All actions of the members, employees and staff of the City of Columbia Heights heretofore taken in furtherance of the Program are hereby approved, ratified and confirmed. 9. The sale of said Bonds to the Purchaser at a price of the principal amount thereof plus accrued interest is hereby approved, and the Bonds are hereby directed to be sold to the Purchaser, subject to the terms and conditions set forth in the Purchase Contract. The Mayor and City Manager of the City of Columbia Heights are hereby authorized and directed to prepare and execute by manual or facsimile signature the Bonds as described in the respective Indentures and to cause them to be delivered to the Trustee (which is herein designated as the authenticating 5 agent under Minnesota Statutes, Section 475.55) for authentication and delivery to the Purchaser, together with a certified copy of this resolution, and the other documents required by the respective Indentures. 10. The Mayor, City Manager and other officers of the City of Columbia Heights are authorized and directed to prepare and furnish when the Bonds are issued, certified copies of all proceedings and records of the City of Columbia Heights relating to each series of Bonds and such other affidavits and certificates (including but not limited to those required by bond counsel) as may be required to show the facts relating to the legality, tax exemption and marketability of the Bonds as such facts appear from the books and records in said 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 of Columbia Heights as to the truth of all statements made on behalf of the City of Columbia Heights and contained therein. The Mayor, City Manager and said officers are further authorized to execute such additional documents as shall be determined by the City Manager to be necessary and desirable to provide for the issuance of the Bonds. 11. In the event any of the officers of the City of Columbia Heights authorized to execute documents on behalf of the City of Columbia Heights under this resolution shall for any reason be unable to do so, any member of the City Council of the City of Columbia Heights, or any other officer of the City of Columbia Heights, is hereby directed and authorized to do so on behalf of the City of Columbia Heights, with the same effect as if executed by the officer authorized to do so in this resolution. 12. The City of Columbia Heights has been advised by the Purchaser of its intent to prepare and distribute Official Statements and/or similar offering materials in connection with the Purchaser's marketing of the Bonds, and the City of Columbia Heights consents to the same. Offered by: Seconded by: Roll call: Adopted this ( $eal ) Nawrocki Clerkin Clerkin, Nawrocki, Peterson, Murzyn - aye Ruettimann - nay day of October, 1992. Mayor City Manager