12-14-2022 Council Packet - Laserfiche WebLink

Home Browse Search

75562700v2 1 CITY OF LITTLE CANADA, MINNESOTA RESOLUTION NO. 2022-12-_______ A RESOLUTION CONSENTING TO AMENDMENTS TO THE CITY'S EDUCATIONAL FACILITIES REVENUE REFUNDING NOTE, SERIES 2017 (SAINT PAUL ACADEMY AND SUMMIT SCHOOL PROJECT) WHEREAS, pursuant to a resolution of the City adopted on September 6, 2017, the City of Little Canada, Minnesota (the "City"), issued its Educational Facilities Revenue Refunding Note, Series 2017 (Saint Paul Academy and Summit School Project) (the "Original Note"), in the original aggregate principal amount of $7,375,000 to Bremer Bank, National Association, a national banking association (the "Lender"); and WHEREAS, pursuant to a Loan Agreement dated as of September 6, 2017 (the "Loan Agreement"), between the City and Saint Paul Academy and Summit School, a Minnesota nonprofit corporation (the "Borrower"), the City loaned the proceeds of the Original Note to the Borrower for the purpose of refinancing the acquisition, construction, and improvement of certain educational facilities of the Borrower on the campus of the Borrower, including facilities located at Dunlap and Goodrich and at Randolph and Davern in the City (the “Project”), and the Borrower agreed to repay the Original 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 Original Note; and WHEREAS, pursuant to a Pledge Agreement (the "Pledge Agreement") dated as of 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); and WHEREAS, at the request of the Borrower and the Lender and pursuant to a resolution of the City adopted on February 28, 2018 (the “Amendment Resolution”), the City agreed to certain amendments to the Original Note and, with the written consent of the Borrower and Lender, executed the First Amendment to Educational Facilities Revenue Refunding Note (Saint Paul Academy and Summit School Project), Series 2017 (the “Note Amendment” and, collectively with the Original Note, the “Amended Note”); and WHEREAS, the Amended Note is currently owned by the Lender; and WHEREAS, the City has been advised by the Lender that the interest rate on the Amended Note is currently a variable rate based upon a London Inter-Bank Offered Rate (“LIBOR”) benchmark rate (the “Existing Index”), plus a spread, and that the LIBOR interest rate index is being phased out effective June 30, 2023, and will no longer be available after that date; and WHEREAS, if the Existing Index becomes unavailable during the term of the Amended Note, the Lender is authorized pursuant to the terms of the Amended Note to designate a substitute comparable index; and