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HomeMy WebLinkAboutResolution No. 15-02 EDALINO LAKES ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 1 5 — 0 2 RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A GROUND LEASE, LEASE -PURCHASE AGREEMENT, AND RELATED DOCUMENTS BE IT RESOLVED By the Board of Commissioners (the "Board") of the Lino Lakes Economic Development Authority (the "Authority") as follows: 1. Background; Authorizations. (a) The City of Lino Lakes, Minnesota (the "City") and the Authority have determined that it is in the best interests of the City and its residents that the City undertake the acquisition, construction, and equipping of a new fire hall (the "Facility") to be located on certain land (the "Site") in the City (the "Project"). (b) The Board has previously authorized the issuance and sale of its Lease Revenue Bonds, Series 2015 (City of Lino Lakes, Minnesota Lease Obligation) (the "Bonds"), subject to certain parameters set forth in a resolution adopted by the Board on March 23, 2015 (the "Parameters Resolution"). (c) Forms of the following lease documents have been presented before the Board: (i) a Ground Lease, to be dated on or after June 1, 2015 (the "Ground Lease"), between the City, as lessor, and the Authority, as lessee, pursuant to which the Authority will lease the Site from the City; and (ii) a Lease -Purchase Agreement, to be dated on or after June 1, 2015 (the "Lease"), between the Authority, as lessor, and the City, as lessee, pursuant to which the City will lease the Site and the Facility to be constructed thereon from the Authority. (d) A form of Bond Purchase Agreement, to be dated after the date hereof (the "Bond Purchase Agreement"), between the Authority, the City, and Piper Jaffray & Co. (the "Underwriter"), has been presented before the Board, setting forth the terms and conditions of the purchase of the Bonds by the Underwriter. (e) An Official Statement (the "Official Statement") has been prepared by Springsted Incorporated with respect to the Bonds and has been presented before the Board. 2. Payment of Lease Payments. Pursuant to a resolution adopted by the City Council of the City on the date hereof, the City has agreed to pay to the registrar for the Bonds, promptly when due, all of the lease payments due under the Lease (the "Lease Payments") and other amounts required by the Lease. To provide moneys to make such payments, the City will include in its annual budget, for each fiscal year (the "Fiscal Year") during the term of the Lease, commencing with the Fiscal Year ending on December 31, 2016, moneys sufficient to pay and for the purpose of paying all Lease Payments, a reasonable estimate of additional Lease Payments, and other amounts payable under the Lease. The City will approve its annual budget no less than three months prior to any Lease Payment paid with a tax levy or other moneys included in that annual budget. The agreement of the City in this section is subject to the City's right to terminate the Lease at the end of any Fiscal Year, as set forth in Section 5.6 of the Lease. 460962v3 JAE LN140-112 3. Continuing Disclosure. (a) "Continuing Disclosure Certificate" means that certain Continuing Disclosure Certificate to be executed by the President and Executive Director of the Authority and the Mayor and City Administrator of the City and dated as of the date of issuance of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof. (b) The Authority hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate substantially in the form on file with the Authority. Notwithstanding any other provision of this resolution, failure of the Authority to comply with the Continuing Disclosure Certificate is not to be considered an event of default with respect to the Bonds; however, any bondholder may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Authority to comply with its obligations under this section. 4. Official Statement. The Official Statement, as completed and supplemented, and its distribution to potential purchasers of the Bonds, is hereby approved. The President and Executive Director are authorized and directed to certify that they have examined the Official Statement prepared and circulated in connection with the issuance and sale of the Bonds and that to the best of their knowledge and belief the Official Statement is a complete and accurate representation of the facts and to resentations made therein as of the date of the Official Statement. 5. Paying Agent. There has been presented before the Board a form of Paying Agent Agreement, to be dated on or after June 1, 2015 (the "Paying Agent Agreement"), between the Authority and U.S. Bank National Association, as paying agent (the "Paying Agent"). Pursuant to the Paying Agent Agreement, the Paying Agent will agree to perform the duties as paying agent and bond registrar for the Bonds. 6. Authorization of Documents. (a) The President and Executive Director are authorized and directed to execute and deliver the Ground Lease, the Lease, the Bond Purchase Agreement, the Continuing Disclosure Certificate, and the Paying Agent Agreement on behalf of the Authority, substantially in the forms on file with the Authority, 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, Executive Director, and other Authority officers are also authorized and directed to execute such other instruments as may be required to give effect to the transactions herein contemplated. (b) The officers of the Authority are authorized and directed to prepare and furnish to the original purchaser of the Bonds, and to the attorneys approving the Bonds, certified copies of all proceedings and records of the Authority relating to the power and authority of the Authority to enter into the Ground Lease, the Lease, the Bond Purchase Agreement, the Continuing Disclosure Certificate, and the Paying Agent Agreement within their knowledge or as shown by the books and records in their custody and control, and such certified copies and certificates shall be deemed representations of the Authority as to the facts stated therein. 7. Amendment to Parameters Resolution. The Board has determined to amend the parameters set forth in Section 1.02 of the Parameters Resolution so that the Bonds shall have a maturity 2 460962v3 JAE LN140-112 �,.. of twenty-one (21) years. Except as otherwise amended by this Section 7, the Parameters Resolution shall remain in full force and effect. Adopted by the Board of Commissioners of the Lino Lakes omic Development Authority this 11t day of May, 2015. ATTEST: ti e 19rirector 3 460962v3 JAE LN140-112 President LINO LAKES ECONOMIC DEVELOPMENT AUTHORITY AGENDA ITEM 4A(i) STAFF ORIGINATOR: MEETING DATE: TOPIC: VOTE REQUIRED: INTRODUCTION Al Rolek May 11,2015 Consider Resolution 15-02 Authorizing the Execution and Delivery of a Ground Lease, Lease -Purchase Agreement and Related Documents 3/5 The Lino Lakes Economic Development Authority (EDA) has approved Resolution 15-01 setting parameters for the issuance of Lease Revenue Bonds, Series 2015A, for financing for a new fire station facility. The EDA must now consider entering into a ground lease and a lease - purchase agreement with the City of Lino Lakes to go forward with this financing. Attached to this report are drafts of Resolution 15-02, the Ground Lease agreement and the Lease -Purchase agreement. BACKGROUND The City Council has entered into a contract to construct a fire station facility at Birch Street and Centerville Road. The project will be financed with lease -revenue bonds issued through the Lino Lakes Economic Development Authority (EDA). The City currently owns the property on which the facility is to be built. In order for the EDA to finance the project, the City must provide a ground lease to the EDA for the land on which the building will reside. The lease will commence upon the signing of the agreement, tentatively June 1, 2015, and will terminate according to the terms written in Article III of the agreement. The rent on the lease of the property will consist of good consideration and the payment of $1.00. The EDA will also enter into a lease -purchase agreement with the City. The lease will be in effect through February 1, 2036, at which time the financing for the facility will be retired. At that time the facility will become the property of the City. The City will annually appropriate funds to pay its lease obligation to the EDA, equal to the annual debt service payments, according to Exhibit B of the agreement, including all fees, charges and agent and counsel fees as they come due. The City agrees to maintain the property during the term of the lease and keep it in good repair. The City also agrees to provide liability and property insurance on the property and to indemnify the EDA during the lease term. All other terms and conditions of the lease -purchase agreement will also apply. Julie Eddington of the firm of Kennedy and Graven, Ltd., is the EDA's bond counsel. Ms. Eddington will be in attendance at tonight's meeting to address any questions or concerns you may have relative to these agreements. RECOMMENDATION Staff recommends approval of Resolution 15-02. ATTACHMENTS Resolution 15-02 Ground Lease between the City of Lino Lakes and The Lino Lakes Economic Development Authority Lease -Purchase Agreement between the Lino Lakes Economic Development Authority and the City of Lino Lakes