HomeMy WebLinkAboutEDA RES 2007-20
COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHOIUTY
RESOLUTION NO. 2007-20
A RESOLUTION AWARDING THE SALE OF $5,040,000
PUBLIC FACILITY LEASE REVENUE BONDS, SEIUES 2007B
(MUNICIPAL LIQUOR STROES PROJECT)
BE IT RESOLVED By the Columbia Heights Economic Development Authority (the
"Authority"), as follows:
Section 1.
Recitals.
1.01. The City of Columbia Heights, Mimlesota (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 Authority has agreed with the City that pursuant to a Ground Lease dated as of
September 1, 2007 (the "GrOlmd Lease"), the Authority will acquire certain property (the "Sites")
from the City, and the Authority willleasc such property, together with the buildings, stlUctures or
improvements now or hereafter located thereon (the "Facilities"), to the City pursuant to a Lease-
Purchase Agreement dated as of September 1, 2007 (the "Lease").
1.03. Pursuant to a Mortgage and Security Agreement and Trust Indenture dated as of
September 1,2007 (the "Indenture"), between the Authority and U.S. Bank National Association,
St. Paul, Minnesota as tlUstee (the "Trustee"), the Authority will issue its Public Facility Lease
Revenue Bonds, Series 2007B (Municipal Liquor Stores Project) (the "Series 2007B Bonds") in an
aggregate principal amount of $5,040,000.
1.04. Under the Indenture, proceeds of the Series 2007B Bonds will be used to establish a
Debt Service Reserve FlUld to secure the Series 2007B Bonds and to pay costs of acquisition,
constmction and equipping of the Facilities described in the Lease.
1.05. Pursuant to the Indenture, the Authority will assign and mortgage to the Trustee all
of the Authority's right, title and interest in and to the Sites, the Facilities, the Ground Lease, the
Lease, the Lease Payments and the Additional Lease Payments (as defined in the Lease) to be made
by the City thereunder (other than certain rights to indemnification and payment of expenses) as
security for the Series 2007B Bonds.
1.06. Forms of the Ground Lease, the Lcase, the Indenture, tllC Official Statement for the
Series 2007B Bonds and a Continuing Disclosure Celtificate of the City dated as of September I,
2007, have been prepared and submitted to the AutllOrity and are on file with the Auiliority.
Section 2.
Sale of Series 2007B Bonds.
2.01. The proposal of Stifel, Nicolaus & Co., Inc., Mimleapolis, Millilesota (the
"Purchaser") to purchase the Series 2007B Bonds is hereby fOlUld and determined to be a
reasonable offer and is hereby acceptcd, the proposal being to purchase the Series 2007B Bonds at a
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price of $4,974,569.50 plus accrued interest to date of delivery, for Series 2007B Bonds bearing
interest as follows:
Year of
Maturity
Interest
Rate
2010
2011
2012
2013
2014
2015
2016
2017
4.50%
4.50%
4.50%
4.50%
4.50%
4.50%
4.50%
4.50%
Term Bonds due Februmy 1,2020 at 4.65%.
Term Bonds due FeblUary 1,2023 at 4.80%.
Term Bonds due Februmy 1,2027 at 4.90%.
Term Bonds due February I, 2030 at 5.00%.
True interest cost: 4.9589%
2.02. The Executive Director is directed to retain the good faith check of the Purchaser,
pending completion of the sale ofthe Series 2007B Bonds, and to deliver the good faith check to the
Trustee upon the issuance of the Series 2007B Bonds. The Authority shall return the good faith
checks of the unsuccessfhl proposers fOlihwith. The SUln of $22,816.85 being the amount offered
by the Purchaser in excess of $5,040,000 will be credited to a separate construction account to
defray the costs of the Project, as that term is defined in the Indenture, as determined by the
City's financial advisor.
2.03. The Authority will fOlihwith issue and sell the Series 2007B Bonds in the total
principal amount of $5,040,000, originally dated as of the date of delivery, in the denomination of
$5,000 each or mlY integral multiple thereof, nUll1bered No. R-I, upwmd, bearing interest as above
set f01ih, and which mature serially on Februmy I, in the yems and amounts as follows (subject to
redemption and prior payment as set forth in the Indenture):
Year Amount
2010 $140,000
2011 150,000
2012 155,000
2013 165,000
2014 170,000
2015 180,000
2016 185,000
2017 195,000
Term Bonds due FeblUmy 1,2020 in the aggregate principal all10unt of$650,000.
Term Bonds due Februmy 1,2023 in the aggregate principal mnount of$755,000.
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Term Bonds due February 1,2027 in the aggregate principal amount of$I,210,000.
Term Bonds due February 1,2030 in the aggregate principal amount of$I,085,000.
2.04. Execution, Authentication and Deliverv. The Series 2007B Bonds, substantially in
the form provided in the Indentme, will be prepared under the direction of the Authority's staff and
executed on behalf of the Authority by the signatl1res of the President and the Executive Director of
the Authority, provided that all signatmes may be printed, engraved or lithographed facsimiles of
the originals. Notwithstanding such execution, a Series 2007B Bond will not be valid or obligatory
for any purpose or entitled to any secmity or benefit under this Resolution or the Indenture unless
and until a celtificate of authentication on the Series 2007B Bond has been duly executed by the
manual signature of an authorized representative of the TlUstee. When the Series 2007B Bonds
have been so prepared, executed and authenticated, the Authority will deliver the same to The
Depository Trust Company, New York, New York, on behalf of the Pmchaser, upon payment of tile
pmchase price, and the Pmchaser is not obligated to see to the application ofthe pmchase price.
Section 3. Approval and Execution of Documents. The Ground Lease, tile Lease and
the Indentme described in Section 1 are hereby approved. The President and the Executive Director
of the Authority are authorized and directed to execute and deliver the Ground Lease, the Lease and
the Indenture on behalf of the Authority, 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 tilerein. The President and other officers of the
Authority are also authorized and directed to execute such other instruments as may be required to
give effect to the transactions herein contcmplated.
Section 4. Payment Secmity; Pledges and Covenants. The Series 2007B Bonds are
payable solely fi'om the Lease Payments to be made by the City under tile Lease and from other
money realized by the TlUstee after default or termination of the Lease by the City as provided
therein. No property or funds of the Authority, other than the property pledged and mOltgaged to
the TlUstee pmsuant to the Indentme, is pledged to the payment of the Series 2007B Bonds.
Section 5.
Authentication of Transcript.
5.01. The officers of tile Authority are authorized and directed to prepare and furnish to
the Purchaser and to the attorneys approving the Series 2007B Bonds, certified copies of
proceedings and records of the Authority relating to the Series 2007B Bonds and such other
certificates, affidavits and transcripts as may be required to show the facts within their knowledge or
as shown by the books and records in their custody and under their control, relating to the validity
and marketability of tile Series 2007B Bonds and such instlUments, including any heretofore
fiu1lished, may be deemed representations of the Authority as to tile facts stated therein.
5.02. The preparation and distribution of tile Official Statement prepared and circulated in
connection with the issuance and sale ofthe Series 2007B Bonds is hereby approved.
5.03 The Authority authorizes the Pmchaser to forward the amount of bond proceeds
allocable to tile payment of issuance expenses (other than amounts payable to Kemledy & Graven,
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Chartered as Bond Counsel) to the Trustee on the closing date for fmther distribution as directed by
the Authority's financial adviser, Ehlers & Associates, Inc.
Section 6.
Tax Covenants.
6.01. The Authority covenants and agrees with the holders Ii-om time to time of the Series
2007B Bonds that it will not take or pennit to be taken by any of its officers, employees or agents
any action which would cause the interest on the Series 2007B Bonds to become subject to taxation
under the Internal Revenue Code of 1986, as amended (the "Code"), and the Treasmy Regulations
promulgated thereunder, in effect at the time of such actions, and that it will take or cause its
officers, employees or agents to take, all affirmative action within its power that may be necessary
to ensure that such interest will not become subject to taxation under the Code and applicable
TreasUlY Regulations, as presently existing or as hereafter amended and made applicable to the
Series 2007B Bonds.
6.02 In order to qualify the Series 2007B Bonds as "qualified tax-exempt obligations"
within the meaning of Section 265(b)(3) of the Code, the Authority makes the following factual
statements and representations:
(a) the Series 2007B Bonds are not "private activity bonds" as defmed in Section 141
ofthe Code;
(b) the Authority hereby designates the Series 2007B Bonds as "qualified tax -exempt
obligations" for purposes of Section 265(b)(3) of the Code;
(c) tlle reasonably anticipated amount of tax-exempt obligations (other than private
activity bonds that are not qualified 501(c)(3) bonds) which will be issued by the
Authority (and all subordinate entities of the Authority) during calendar year 2007
will not exceed $10,000,000; and
(d) not more than $10,000,000 of obligations issued by tlle Authority dming calendar
year 2007 have been designated for pmposes of Section 265(b )(3) of the Code.
6.03. The Authority will use its best efforts to comply with any federal procedural
requirements which may apply in order to effectuate the designations made by this section.
Approved by the Board of Commissioners of the Colmnbia Heights
Authority this 27th day of August, 2007.
A1TIS~~
Executive Director- a ter R. Fenst
STATE OF MINNESOTA )
)
COUNTY OF ANOKA ) SS.
)
COLUMBIA HEIGHTS ECONOMIC )
DEVELOPMENT AUTHORlTY )
I, the undersigned, being the duly qualified and acting Executive Director of the Columbia
Heights Economic Development Authority, do hereby celtif)r that I have carefully compared the
attached and foregoing extract of minutes of a regular meeting of the Authority held on August 27,
2007 with the original minutes on file in my office and the extract is a full, true and correct copy of
the minutes insofar as they relate to the issuance and sale of $,~ () l/g, O()O Public Facility
Lease Revenue Bonds, Series 2007B (Municipal Liquor Stores Project) of the Authority.
WITNESS My hand officially as such Executive Director this ,;2 1 day of /Iv Q~
,
2007.
COLUMBIA HEIGl-ITS ECONOMIC
DEVELOPMENT AUTHORlTY
!e~~~
Executive Director-Wait I . Fehst