11-13-2024 Council Packet - Laserfiche WebLink

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135259170v4 2 date on a housing program and the issuance of revenue obligations of the Governmental Lender to finance the Project. NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Little Canada, Minnesota as follows: 1. The Borrower has proposed that the Governmental Lender issue and sell its Multifamily Housing Revenue Note (Ride Apartments Project), Series 2024, which may be in one or more series and either as notes or bonds (the “Note”) in an amount not to exceed $25,820,300 to finance the costs of the Project, in accordance with a Funding Loan Agreement anticipated to be dated as of December 1, 2024 (the “Funding Loan Agreement”) between the Governmental Lender, U.S. Bank Trust Company, National Association (the “Fiscal Agent”), and Merchants Bank of Indiana, or an affiliate, as the initial funding lender(s) named therein (the “Initial Funding Lender”). 2. Pursuant to the terms of a Project Loan Agreement anticipated to be dated as of December 1, 2024 (the “Project Loan Agreement”), executed by the Governmental Lender, the Borrower, and the Fiscal Agent, the Governmental Lender will loan the proceeds of the Note to the Borrower to finance the Project and in turn the Borrower will provide a Promissory Note to evidence its repayment obligation under the Project Loan Agreement (the “Borrower Note”). The Borrower Note will be assigned by the Governmental Lender to the Fiscal Agent pursuant to an Allonge Assignment and Endorsement (the “Allonge”). The Borrower has agreed, pursuant to a Regulatory Agreement anticipated to be dated as of December 1, 2024, by and among the Governmental Lender, the Borrower and the Fiscal Agent (the “Regulatory Agreement”) to operate the Project as a “residential rental project” under Section 142(d) of the Internal Revenue Code of 1986, as amended. 3. The Note will be secured by, among other things, a Mortgage, Assignment of Rents, Security Agreement, and Filing (the “Mortgage”) and a separate Assignment of Rents and Leases (the “Assignment of Leases”), each anticipated to be dated as of December 1, 2024 and executed by the Borrower in favor of the Governmental Lender, and both assigned by the Governmental Lender to the Fiscal Agent pursuant to an Assignment of Security Instruments dated as of December 1, 2024 (the “Assignment of Mortgage”). The Borrower and related parties will also provide additional collateral and guaranties to secure the Borrower Note. As additional security the Borrower will grant a Collateral Assignment of Tax Increment Financing and Tax Increments anticipated to be dated as of December 1, 2024 in favor of the Fiscal Agent, assigning the Borrower’s interest in that certain TIF Note issued by the Governmental Lender, as referenced therein (the “Assignment of TIF Note”). 4. Forms of the following documents have been submitted to the City Council: (a) Funding Loan Agreement; (b) Project Loan Agreement; (c) Regulatory Agreement;