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HomeMy WebLinkAboutResolution No. 99-64A EDACEconomic Development Authority resolution E99-02. RESOLUTION NO. 99-64A A RESOLUTION AWARDING THE SALE OF $980 , 000 PUBLIC PROJECT REVENUE REFUNDING BONDS, SERIES 1999C (CITY OF LINO LAKES INSTALLMENT CONTRACT OBLIGATIONS); FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING THEIR EXECUTION AND DELIVERY; AND PROVIDING FOR THEIR PAYMENT BE IT RESOLVED By the Lino Lakes Economic Development Authority (the "Authority") as follows: Section 1. Sale of Bonds. 1.01. The City of Lino Lakes (the "City") is authorized by law to acquire such items of real and personal property as are needed to carry out its governmental and proprietary functions, and to acquire such real and personal property by entering into installment purchase contracts. Pursuant to an Installment Purchase Contract dated as of June 28, 1990 (as amended and supplemented by the First Amendment to Installment Purchase Contract described herein, the "Installment Purchase Contract"), the City is acquiring the Authority's interest in certain real property described in the Installment Purchase Contract, together with certain buildings, structures and improvements located thereon, and certain equipment contained therein (the "Project"). To finance the acquisition and construction of the Project, the Authority issued its Lino Lakes Economic Development Authority Public Project Revenue Bonds, Series 1990A (City of Lino Lakes Installment Purchase Obligations) (the "1990 Bonds"), in the original aggregate principal amount of $1,115,000, pursuant to an Indenture of Trust dated as of September 1, 1990 (the "Original Indenture"), between the Authority and First Trust National Association (now U.S. Bank Trust National Association), as Trustee (the "Trustee"). The Authority has determined to refund the 1990 Bonds through the issuance of its $ 980, 000Public Project Revenue Refunding Bonds, Series 1999C (City of Lino Lakes Installment Contract Obligations) (the `Bonds"). The Bonds are to be issued as additional bonds under the Original Indenture, as amended and supplemented by a First Supplemental Indenture of Trust dated as of September 1, 1999 (the "First Supplemental Indenture"), between the Authority and the Trustee. (The Original Indenture, as amended and supplemented by the First Supplemental Indenture, is hereinafter referred to as the "Indenture.") 1.02. The proposal of Dougherty Summit Securities Inc. (the "Purchaser") to purchase the Bonds is hereby found and determined to be a reasonable offer and is hereby accepted, the proposal being to purchase the Bonds at a price of $ 970, 204.73 plus accrued interest to date of delivery, for Bonds bearing interest as follows: BMB-167652 LNI40-68 Year of Interest Year of Interest Maturity Rate Maturity Rate 2000 4.75% 2006 4.75% 2001 4.75 2007 4.80 2002 4.75 2008 4.90 2003 4.75 2009 5.00 2004 4.75 2010 5.10 2005 4.75 True interest cost: 5.0801% 1.03. The President and Executive Director are directed to execute a contract with the Purchaser on behalf of the Authority. 1.04. The Authority will forthwith issue and sell the Bonds pursuant to Minnesota Statutes, Sections 469.001 to 469.047, as amended (the "Act") in the total principal amount of $ 980, 000 , originally dated September 1, 1999, in the denomination of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing interest as above set forth, and maturing serially on February 1 in the years and amounts as follows: Year Amount Year Amount 2000 $ 45,000 2006 $105,000 2001 85,000 2007 100,000 2002 85,000 2008 100,000 2003 85,000 2009 95,000 2004 85,000 2010 90,000 2005 105,000 The Bonds are subject to redemption and prepayment as set forth in the First Supplemental Indenture. 2.01. (a) The Bonds are payable from the Bond Fund created under the Indenture, and the Payments to be made by the City pursuant to the Installment Purchase Contract are hereby pledged to the Debt Service Fund. There is also appropriated to the Debt Service Fund (i) any amount over the minimum purchase price paid by the Purchaser, and (ii) the accrued interest, if any, paid by the Purchaser upon closing and delivery of the Bonds. (b) The proceeds of the Bonds, less the appropriations made in paragraph (a), will be deposited with the Trustee and applied to the redemption of the 1990 Bonds on October 1, 1999. The redemption of the 1990 Bonds on October 1, 1999 is hereby approved, ratified and confirmed, and the Executive Director and the Trustee are authorized and directed to perform such acts as may be necessary to accomplish such redemption. The Notice of Call for Redemption is attached as Exhibit A. BMB-167652 LN140-68 2.02. Except as provided in the Installment Purchase Contract, the Bonds shall not constitute or give rise to a charge against the general credit or properties or taxing powers of the Authority or the City and shall not grant to the Owners of the Bonds any right to have the Authority or the City levy any taxes or appropriate any funds for the payment of the principal thereof or interest thereon, nor are the Bonds a general obligation or a pecuniary liability of the Authority or the City or the individual officers or agents thereof. The Bonds shall not constitute an indebtedness of the Authority or the City, within the meaning of any state constitutional provision or statutory limitation. The Bonds and interest thereon are payable solely from the property pledged to their payment pursuant to the Indenture, including Payments to be paid by the City pursuant to the Installment Purchase Contract. 2.03. The Authority staff is authorized and directed to file a certified copy of this resolution with the County Auditor of Anoka County and to obtain the certificate required by Minnesota Statutes, Section 475.63. Section 3. Authentication of Transcript. 3.01. The officers of the Authority are authorized and directed to prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of the Authority relating to the Bonds and to the financial condition and affairs of the Authority, 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 the Bonds, and such instruments, including any heretofore furnished, may be deemed representations of the Authority as to the facts stated therein. 3.02. The First Supplemental Indenture is hereby approved. The President and Executive Director are authorized and directed to execute and deliver the First Supplemental Indenture on behalf of the Authority, substantially in the form 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. 3.03. The First Amendment to Installment Purchase Contract is hereby approved. The President and Executive Director are authorized and directed to execute and deliver the First Amendment to Installment Purchase Contract on behalf of the Authority, substantially in the form 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 therein. The President, the Executive Director 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 contemplated. 3.04. In the event the President or the Executive Director is unable to execute the Bonds, the First Supplemental Indenture, the First Amendment to Installment Purchase Contract or any other instrument authorized hereby, such instrument may be executed by any other member of the Authority with the same effect as if it were executed by the President or the Executive Director. BMB-167652 LN140-68 Section 4. Tax Covenants. 4.01. The Authority covenants and agrees with the holders from time to time of the Bonds that it will not take or permit to be taken by any of its officers, employees or agents any action which would cause the interest on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as amended (the "Code"), and the Treasury 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 Treasury Regulations, as presently existing or as hereafter amended and made applicable to the Bonds. 4.02. The Authority will comply with requirements necessary under the Code to establish and maintain the exclusion from gross income of the interest on the Bonds under Section 103 of the Code, including without limitation requirements relating to temporary periods for investments, limitations on amounts invested at a yield greater than the yield on the Bonds, and the rebate of excess investment earnings to the United States if required. 4.03. The Authority further covenants not to use the proceeds of the Bonds or to cause or permit them or any of them to be used, in such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 4.04. In order to qualify the 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 Bonds are not "private activity bonds" as defined in Section 141 of the Code; (b) the Authority hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of tax-exempt obligations (other than any 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 1999 will not exceed $10,000,000; and (d) not more than $10,000,000 of obligations issued by the Authority during calendar year 1999 have been designated for purposes of Section 265(b)(3) of the Code. 4.05. 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. BMB-167652 LN140-68 Section 5. Continuing Disclosure. 5.01. The City shall execute and deliver a Continuing Disclosure Certificate with respect to the Bonds, substantially in the form included in the Official Statement for the Bonds. BMB-167652 LN140-68 The motion for the adoption of the foregoing resolution was duly seconded by Member Dahl , and upon vote being taken thereon, the following voted in favor thereof: Sullivan, Bergeson and Dahl and the following voted against the same: None whereupon said resolution was declared duly passed and adopted. BMB-167652 LN140-68 STATE OF MINNESOTA ) COUNTY OF ANOKA ) SS. CITY OF LINO LAKES ) I, the undersigned, being the duly qualified and acting Executive Director of the Lino Lakes Economic Development Authority, Minnesota, do hereby certify that I have carefully compared the attached and foregoing extract of minutes of a ifitkgviAj [special] meeting of the Authority held on August 24, 1999 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 $ 980.000 Public Project Revenue Refunding Bonds, Series 1999C (City of Lino Lakes Installment Contract Obligations), of the Authority. WITNESS My hand officially as such Executive Director this 02 4/ day of August, 1999. ecutive Director BMB-167652 LN140-68 EXHIBIT A NOTICE OF CALL FOR REDEMPTION $1,115,000 PUBLIC PROJECT REVENUE BONDS, SERIES 1990A LINO LAKES ECONOMIC DEVELOPMENT AUTHORITY ANOKA COUNTY, MINNESOTA NOTICE IS HEREBY GIVEN that, by order of the Board of Commissioners of the Lino Lakes Economic Development Authority, Anoka County, Minnesota, there have been called for redemption and prepayment on OCTOBER 1, 1999 all outstanding bonds of the City designated as Public Project Revenue Bonds, Series 1990A, dated September 1, 1990, having stated maturity dates of February 1 in the years 2000 through 2010, both inclusive, totalling $950,000 in principal amount, and with the following CUSIP numbers: Year Amount CUSIP 2000 $ 50,000 536062 AF9 2001 75,000 536062 AG7 2002 75,000 536062 AH5 2003 75,000 536062 AJ1 2004 75,000 536062 AK8 2005 100,000 536062 AL6 2006 100,000 536062 AM4 2007 100,000 536062 AN3 2008 100,000 536062 AP7 2009 100,000 536062 AQ5 2010 100,000 536062 AR3 The bonds are being called at a price of par plus accrued interest to October 1, 1999, on which date all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds for payment at the main office of U.S. Bank Trust National Association, in the City of St. Paul, Minnesota, on or before October 1, 1999. If by mail: If by hand: U.S. Bank Trust National Association U.S. Bank Trust National Association Corporate Trust Operations 180 East Fifth Street P.O. Box 64111 3rd Floor - Bond Drop Window St. Paul, MN 55164-0111 St. Paul, MN 55101 BMB-167667 LN14o-68 In compliance with the Interest and Dividend Compliance Act of 1983 and Broker Reporting Requirements, the redeeming institution is required to withhold a specified percentage of the principal amount of your holdings redeemed unless they are provided with your social security number or federal employer identification number, properly certified. This Compliance should be fulfilled through the submitting of a W-9 Form which may be obtained at a Bank or other Financial Institution. The Trustee will not be responsible for the selection or use of the CUSIP number, nor is any representation made as to the correctness indicated in the Redemption Notice or on any Bond. It is included solely for convenience of the Holders. Additional information may be obtained from: U.S. Bank Trust National Association Corporate Trust Division Bondholder Relations (612) 244-0444 Dated: August 24, 1999. BY ORDER OF THE BOARD OF COMMISSIONERS By � J r[ ��¢ (0t.f-. Executive Director Lino Lakes Economic Development Authority BMB-167667 LN140-68 �/ 85 E. SEVENTH PLACE, SUITE 100 SAINT PAUL, MN 55101-2887 651-223-3000 FAX: 651-223-3002 $985,000* LINO LAKES ECONOMIC DEVELOPMENT AUTHORITY, MINNESOTA PUBLIC PROJECT REVENUE REFUNDING BONDS, SERIES 1999C (CITY OF LINO LAKES INSTALLMENT CONTRACT OBLIGATIONS) (BOOK ENTRY ONLY) AWARD: DOUGHERTY SUMMIT SECURITIES LLC SALE: August 24, 1999 SPRINGSTED Public Finance Advisors Moody's Rating: A3 Bidder Interest Rates Price Net Interest True Interest Cost Rate DOUGHERTY SUMMIT SECURITIES LLC JOHN G. KINNARD & COMPANY 4.75 % 2000-2006 $975,154.75 $288,898.38 5.0801% 4.80 % 2007 4.90 % 2008 5.00 % 2009 5.10 % 2010 4.10 % 2000 4.25 % 2001 4.35 % 2002 4.45 % 2003 4.60 % 2004 4.70 % 2005 4.80 % 2006 4.90 % 2007 5.00 % 2008 5.10 % 2009 5.20 % 2010 $975,150.00 $289,443.13 5.0811% CRONIN & COMPANY, INCORPORATED 4.75 % 2000-2005 $975,156.40 $294,200.48 5.1708% MILLER, JOHNSON & KUEHN, INC. 4.85 % 2006 5.00 % 2007 5.05 % 2008 5.10 % 2009 5.20 % 2010 (Continued) SAINT PAUL, MN • MINNEAPOLIS, MN • MILWAUKEE, WI • OVERLAND PARK, KS • WASHINGTON, DC • DES MOINES, IA Extract of Minutes of Meeting of the Lino Lakes Economic Development Authority Pursuant to due call and notice thereof, a ilspeciali4meeting of the Lino Lakes Economic Development Authority was duly held in the City Hall in the City of Lino Lakes, Minnesota, on Tuesday, August 24, 1999, commencing at 4:05 o'clock P.M. The following members were present: Kimberly Sullivan, John Bergeson and Caroline Dahl and the following were absent: Christopher Lyden and Wesley Neal * * * The President announced that the next order of business was consideration of the proposals that had been received for the purchase of the Authority's Public Project Revenue Refunding Bonds, Series 1999C (City of Lino Lakes installment Contract Obligations). The Executive Director presented the proposals. After due consideration of the proposal, Member Bergeson then introduced the following written resolution, the reading of which was dispensed with by unanimous consent, and moved its adoption: BMB-167652 LN140-68