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(ii) authorized the submission of an application to the Minnesota Department of Management and Budget
<br />("MMB") for an allocation of bonding authority under Minnesota Statutes, Chapter 474A, as amended (the
<br />"Allocation Act"); (iii) authorized the preparation of a housing program with respect to the Project in
<br />accordance with the requirements of the Act and submission of the housing program to the Metropolitan
<br />Council for its review and comment; and (iv) authorized a public hearing to be conducted by the City
<br />Council on the Project; and
<br />WHEREAS, the Preliminary Resolution constitutes a reimbursement resolution and an official
<br />intent of the City to reimburse expenditures with respect to the Project from the proceeds of tax-exempt
<br />revenue obligations in accordance with the provisions of Treasury Regulations, Section 1.150-2; and
<br />WHEREAS, the City received Certificate of Allocation No. 443, dated January 10, 2023, from
<br />Minnesota Management and Budget allocating volume cap bonding authority to the City in the amount of
<br />$15,638,000 for the Project; and
<br />WHEREAS, the City has prepared a housing program providing the information required by the
<br />Act (the "Housing Program") regarding the issuance by the City of one or more revenue obligations in the
<br />maximum principal amount of $18,000,000 to finance the acquisition, rehabilitation, renovation,
<br />construction, and equipping of the Project; and
<br />WHEREAS, the Housing Program was prepared and submitted to Metropolitan Council for its
<br />review and comment; and
<br />WHEREAS, a notice of public hearing (the "Public Notice") was published in accordance with the
<br />Act and Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code"), with respect to: (i)
<br />the required public hearing under the Code; (ii) the required public hearing under Section 462C.04,
<br />subdivision 2, of the Act; (iii) the Housing Program; and (iv) approval of the issuance of the Obligations
<br />and on this same date, the City Council conducted a public hearing on the date hereof at which a reasonable
<br />opportunity was provided for interested individuals to express their views, both orally and in writing; and
<br />WHEREAS, the proceeds derived from the sale of the Multifamily Housing Revenue Bonds
<br />(Sherman Forbes Project), Series 2023A, in one or more series (the "Series 2023A Bonds"), will be loaned
<br />by the City to the Borrower pursuant to the terms of a Loan Agreement, dated on or after June 1, 2023 (the
<br />"Series 2023A Loan Agreement"), between the City and the Borrower, whereby the City will apply the
<br />proceeds derived from the sale of the Series 2023A Bonds to fund a loan to the Borrower; and
<br />WHEREAS, the proceeds derived from the sale of the Multifamily Housing Revenue Bonds
<br />(Sherman Forbes Project), Series 2023B, in one or more series (the "Series 2023B Bonds" and, together
<br />with the Series 2023A Bonds, the "Bonds") will be loaned by the City to the Borrower pursuant to the terms
<br />of a Loan Agreement, dated on or after June 1, 2023 (the "Series 2023B Loan Agreement" and, together
<br />with the Series 2023A Loan Agreement, the "Loan Agreements"), between the City and the Borrower,
<br />whereby the City will apply the proceeds derived from the sale of the Series 2023B Bonds to fund a loan
<br />to the Borrower; and
<br />WHEREAS, the City will assign its interest in the Series 2023A Loan Agreement to U.S. Bank
<br />Trust Company, National Association (the "Trustee") pursuant to an Indenture of Trust, dated on or after
<br />June 1, 2023, by and among the City and the Trustee (the "Series 2023A Indenture"); and
<br />WHEREAS, the Borrower's repayment obligations in respect of the Series 2023A Loan Agreement
<br />will be evidenced by a Promissory Note from the Borrower to the City and assigned to the Trustee (the
<br />"Promissory Note"); and
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<br />SA130-287-865935.v2
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