02-28-2018 Council Packet - Laserfiche WebLink

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10554438v2 1 RESOLUTION NO. 2018-2-38 RESOLUTION PROVIDING FOR THE FIRST AMENDMENT TO EDUCATIONAL FACILITIES REVENUE REFUNDING NOTE (SAINT PAUL ACADEMY AND SUMMIT SCHOOL PROJECT), SERIES 2017 AND AUTHORIZING THE EXECUTION OF DOCUMENTS RELATED THERETO BE IT RESOLVED by the City Council of the City of Little Canada, Minnesota (the "City"), as follows: SECTION 1 LEGAL AUTHORIZATION AND FINDINGS. 1.1 Findings. The City hereby finds, determines and declares as follows: (1) The City, pursuant to Resolution No. 2017-6-100 adopted on June 14, 2017 (the "Note Resolution"), has previously issued its revenue note in an original aggregate principal amount of $7,375,000 to provide funds that were loaned to Saint Paul Academy and Summit School, a Minnesota nonprofit corporation (the "Borrower"), to refinance, in part, the acquisition, construction, and improvement of certain of the Borrower's school facilities on the campus of the Borrower, located in the City of Saint Paul, Minnesota, which facilities are owned and operated by the Borrower (the "Project"). (2) The City issued the Educational Facilities Revenue Refunding Note, Series 2017 (Saint Paul Academy and Summit School Project) dated September 6, 2017, (the "Note"), pursuant to Minnesota Statutes, Section 469.152 to 469.165, as amended (the "Act"), and sold the Note to Bremer Bank, National Association, a national banking association (the "Lender"). (3) Pursuant to a Loan Agreement (the "Loan Agreement") dated September 6, 2017 between the City, the Borrower, and the Lender, the Borrower agreed to repay the Note in specified amounts and at specified times sufficient to pay in full when due the principal of, premium, if any, and interest on the Note. In addition, the Loan Agreement contains provisions relating to the expenditure of proceeds of the Note, the maintenance and operation of the Project, indemnification, insurance, and other agreements and covenants which are required or permitted by the Act and which the City, the Borrower and the Lender deem necessary or desirable for the financing of the Project. (4) Pursuant to a Pledge Agreement (the "Pledge Agreement") dated September 6, 2017 between the City and the Lender, the City pledged and granted a security interest in all of its rights, title, and interest in the Loan Agreement to the Lender (except for certain rights of indemnification and to reimbursement for certain costs and expenses). (5) The Lender and the Borrower have informed the City that they have agreed to certain changes in the terms of the Note.