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A d PRELIMINARY OFFICI 3TXrEMENT ':\rjtr DECE ",411E2 2.7, 1996 <br />it P'e NEW ISSUE (Refunding) — Book -Entry Only Rating: Moody's "Aaa" <br />a -I Applied for <br />A a P., In the opinion of Briggs and Morgan, Professional Association, Bond Counsel, based on present Federal and Minnesota laws, regulations, <br />a s rulings and decisions, at the time of their issuance and delivery to the original purchaser, unless the owner of a Series A Bond is a "substantial user" <br />a o ? of the Project, or a "related person" thereto, interest on the Series A Bonds is excluded from gross income for purposes of United States income <br />Ca ,, e tax and is excluded, to the same extent, in computing both gross income and taxable net income for purposes of State of Minnesota income tax <br />u m (other than Minnesota franchise taxes measured by income and imposed on corporation and financial institutions). Interest on the Series A Bonds <br />C e `o is not an item of tax preference for purposes of the alternative minimum tax imposed on individuals and corporations; however, interest on the <br />s `u Series A Bonds is taken into account for the purpose of determining adjusted current earnings for purposes of computing the alternative minimum <br />E it tax imposed on corporations No opinion will be expressed by Bond Counsel regarding other federal or state tax consequences caused by the receipt <br />or accrual of interest on the Bonds or arising with respect 10 ownership of the Bonds. Interest on the Series B Bonds is not excludable from gross <br />a <br />2 u income and is fully subject to both Federal and Minnesota X income taxation. See "Tax Exemption" and "Other Tax Considerations" herein. <br />'VI. $6,�� <br />,* <br />p <br />A a v City of Little Canada, Minnesota <br />0 - = Multifamily Housing Revenue Refunding Bonds <br />»ta <br />E 0 (GNMA Collateralized Mortgage Loan/Cedars Lakeside Apartments Project) <br />' Series 1997A <br />2 ° = and <br />u , <br />F s W $342,500* <br />' g' City of Little Canada, Minnesota <br />E a o Taxable Mutifamily Housing Revenue Bonds <br />�, ,,._ (GNMA Collateralized Mortgage Loan/Cedars Lakeside Apartments Project) <br />Series 1997B <br />4.i I. <br />C `u :: Dated: Date of Issue Due: As shown herein <br />a E P. The Bonds will be issued pursuant to a book -entry system and will be registered in the name of Cede & Co., as nominee of The Depository <br />e u Trust Company ( "DTC "), New York, New York. Purchasers will not receive certificates representing their ownership interest in the Bonds <br />c purchased. See "THE BONDS—Book-Entry Only System." Interest on the Bonds is payable semiannually on each February 1 and August 1, <br />`c a P rY Y Y P Y Y ry g <br />• a °' commencing August 1, 1997, until maturity or earlier redemption, by check or draft mailed by First Trust National Association, in St. Paul, <br />Minnesota (the "Trustee ") to the registered owners thereof as of the Regular Record Date as more fully described in the Indenture. Principal <br />v .p a is payable semiannually on February 1 and August 1 of each year, or on certain dates upon call for redemption as described herein, upon <br />m surrender of the Bonds maturing or called for redemption on such dates. <br />O ' <br />Proceeds of the Bonds and certain other moneys provided by Cedars Lakeside Limited Partnership, a Minnesota limited partnership (the <br />E a . "Borrower ") will be used to redeem on February 3, 1997, the Multifamily Housing Revenue Bonds, Series 1986 (Cedars Lakeside Limited <br />ti E Partnership Project)(the "Prior Bonds ") issued by the City of Little Canada, Minnesota. The Prior Bonds financed a multifamily housing facility <br />E - .- i in the City known as Cedars Lakeside Apartments (the "Project "). Concurrently with the issuance of the Bonds a mortgage loan in the amount <br />8 u of $7,182,500• will be made by Glaser Financial Group, Inc., a Minnesota corporation (the ender ") to the Borrower. The Mortgage Loan will <br />e a "L <br />be evidenced by a nonrecourse mortgage note of the Borrower, secured by a first mortgage lien on the Project, and insured by the Federal <br />Housing Administration ( "FHA ") under Section 233(0 of the National Housing Act. FHA has issued a commitment that requires FHA, upon <br />a e the Borrower's compliance with the terms thereof, to insure the Mortgage Loan. Proceeds of the Mortgage Loan, together with certain other <br />- .L funds of the Borrower, will be deposited on the date of issue in the Acquisition Fund held by the Trustee. On or before February 28, 1997 (as <br />a B B such date may be extended pursuant to the terms of the Indenture), the Trustee will disburse amounts held in the Acquisition Fund to the <br />`a c Lender, upon delivery by the Lender to the Trustee of a fully modified mortgage- backed security (the "GNMA Security ") issued by the Lender <br />and guaranteed as to timely payment of principal and interest by the Government National Mortgage Association ( "GNMA "). The Bonds are <br />ti e - secured by and payable from payments to be received by the Trustee on the GNMA Security and moneys and investments held by the Trustee <br />cunder the Indenture, including moneys held in the Acquisition Fund and invested pending the issuance of the GNMA Security, as described <br />a 0 herein. <br />.n o -= <br />2 The Bonds are not general obligations of the City of Little Canada, Minnesota (the "City") and are not payable from any of the City's <br />,'c c a general funds, revenues or other assets. Neither the full faith and credit nor the taxing power of the City, Ramsey County, the State of Minnesota <br />e 11 or any other political subdivision has been pledged to or secures the Bonds, and the Bonds do not constitute a charge against their general credit <br />' ? a or taxing powers. The Bonds are not a debt of the United States of America, HUD, FHA, or any other agency thereof or of GNMA and are <br />e $ a not guaranteed by the full faith and credit of the United States of America or GNMA, The Bonds are limited obligations of the City payable <br />": solely from the revenues described herein. The City has not reviewed and assumes no responsibility for this Official Statement. <br />,a • '-^� THE MATURITIES, INTEREST RATES AND PRICES OR YIELDS OF THE BONDS ARE SET FORTH HEREIN. <br />The Bonds are subject to redemption prior to their stated maturities, including mandatory redemption on or after August 1, 1997, if the <br />• E ,e GNMA Security has not been delivered to the Trustee by June 30, 1997, as more fully described herein. <br />' 8 • v, The Bonds are offered when, as and if issued and received by the Underwriter, subject to prior sale, withdrawal or modification of the offer <br />c9 n without notice, and subject to the approval of receipt of an opinion on the validity and tax exempt status of the Bonds by Briggs and Morgan, <br />Professional Association, Minneapolis and Saint Paul, Minnesota, Bond Counsel. Certain legal matters will be passed on for the Borrower by <br />W B its counsel, Christoffel, Elliot & Albrecht, P.A., Saint Paul, Minnesota, for the Lender by its counsel, Oppenheimer, Wolff & Donnelly, <br />Minneapolis, Minnesota, and for the Underwriter by its counsel, Briggs and Morgan, Professional Association, Minneapolis and St. Paul, <br />p 0 I Minnesota. it is expected that the Bonds in definitive form will be delivered to DTC on or about February 3, 1997. Subject to applicable <br />E i y securities laws and market conditions, the Underwriter intends to effect a secondary market in the Bonds; however, neither the Underwriter nor <br />C - d any other party described herein is obligated to repurchase any Bonds. For information with respect to the Underwriter, including the <br />a E s Underwriter's compensation, see "UNDERWRITING" herein. <br />a a.. <br />E .0 o PIPER JAFFRAY INC. <br />°' V ^ The date of this Official Statement is January , 1997 <br />, E * Preliminary, subject to change <br />Page 10 <br />