Loading...
HomeMy WebLinkAbout2016-137 (Issuance Of Tax Increment Revenue Refunding Bonds (Territorial Springs And The Lofts Of Stillwater)) EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL CITY OF STILLWATER, MINNESOTA HELD: July 5, 2016 Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Stillwater, Washington County, Minnesota, was duly held at the City Hall on July 5, 2016, at 7:00 P.M. The following members were present: Councilmembers Menikheim, Junker, Weidner, Polehna and Mayor Kozlowski and the following were absent: None Member Menikheim introduced the following resolution and moved its adoption: RESOLUTION NO. 2016-137 RESOLUTION PRELIMINARILY PROVIDING FOR THE ISSUANCE OF TAX INCREMENT REVENUE REFUNDING BONDS (TERRITORIAL SPRINGS AND THE LOFTS OF STILLWATER PROJECTS), SERIES 2016C WHEREAS, pursuant to Section 469.178 of the Tax Increment Act (as defined below), the City is authorized to issue and sell its bonds or notes for the purpose of financing capital and administration costs in development districts and to pledge tax increment revenues derived from a tax increment financing district established within the development district to the payment of the principal of and interest on such obligations; and WHEREAS, the City of Stillwater, Minnesota, (the "City") established a municipal development district designated as Development District No. 1 (the "Development District") pursuant to Minnesota Statutes, Sections 469.124-469.134, as amended. The City has approved the establishment of Tax Increment Financing District No. 10 (the "TIF District") pursuant to authority granted by Minnesota Statutes, Sections 469.174-469.1799, as amended (the "Tax Increment Act"), within the Development District, and adopted a tax increment financing plan for the purpose of financing certain improvements within the TIF District. In order to provide for the redevelopment of the Development District and the TIF District and, specifically, to provide for the redevelopment of the Minnesota Territorial State Prison Site, referred to generally as Territorial Springs, LLC Project (the "Territorial Springs Project"), the City entered into a Contract for Private Redevelopment, dated August 19, 2003, as amended and restated (the "Territorial Springs Contract"), between the Issuer and Territorial Springs, LLC (collectively, the "Territorial Springs Developer"). The Territorial Springs Project consists of the construction of five (5) separate buildings of for-sale housing. The City previously issued its Series 2003 Note and its Series 2004 Note, both defined hereinafter, for the purpose of paying site improvement costs of the Territorial Springs Project, which Series 2003 Note and Series 2004 Note are payable from available tax increments derived from the Territorial Springs Project; and 7718002v2 WHEREAS, on October 28, 2003, the City Council of the City adopted Resolution No. 2003-230 (the "2003 Note Resolution"), which provided for the issuance and sale of a tax increment revenue note. Pursuant to the terms of the 2003 Note Resolution, the City issued its Taxable Tax Increment Revenue Note (Territorial Springs, LLC Project), Series 2003 (the "Series 2003 Note"), in the principal amount of $3,255,000, dated as of December 10, 2003, payable solely from a portion of the proceeds of the Series 2003 Note and from tax increment revenues generated from Phase I of the Territorial Springs Project, to finance Phase I of the Territorial Springs Project; and WHEREAS, on September 15, 2004, the City Council of the City adopted Resolution No. 2004-188 (the "2004 Note Resolution"), which provided for the issuance and sale of a tax increment revenue note. Pursuant to the terms of the 2004 Note Resolution, the City issued its Taxable Tax Increment Revenue Note (Territorial Springs, LLC Project), Series 2004 (the "Series 2004 Note"), in the principal amount of $2,923,000, dated as of September 15, 2004, payable solely from a portion of the proceeds of the Series 2004 Note and from tax increment revenues generated from Phase II of the Territorial Springs Project, to finance Phase II of the Territorial Springs Project. The Series 2003 Note and the Series 2004 Note are hereinafter referred to collectively as the "Territorial Springs Notes"; and WHEREAS, pursuant to the terms of the Territorial Springs Contract, the City agreed to refund the Series 2003 Note and the Series 2004 Note with tax-exempt tax increment revenue bonds when the conditions set forth in the Territorial Springs Contract for the issuance of such revenue bonds have been satisfied. Such conditions have been satisfied for the issuance of the tax-exempt tax increment revenue bonds; and WHEREAS, in order to provide for the redevelopment of the Development District and the TIF District, referred to generally as The Lofts of Stillwater, Inc. Project (the “Lofts Project” and, with the Territorial Springs Project, the “Projects”), the City entered into an Amended and Restated Contract for Private Redevelopment, dated February 3, 2005 (the “Lofts Contract” and, with the Territorial Springs Contract, the “Contracts”), between the City and The Lofts of Stillwater, Inc. (the “Lofts Developer” and, with the Territorial Springs Developer, the “Developers”). The Lofts Project consists of the construction of an approximately 109,000 square foot four-story residential condominium building containing approximately sixty-six (66) for-sale housing units; and WHEREAS, on June 20, 2006, the City Council of the City adopted Resolution No. 2006-137, which provided that the City and U.S. Bank National Association (the “Trustee”) enter into an Indenture of Trust dated as of July 1, 2006 (the “Lofts Indenture”) pursuant to which the City agreed to issue its Tax Increment Revenue Bonds (The Lofts of Stillwater, Inc. Project), Series 2006 in the aggregate principal amount of $2,390,000 (the “Series 2006 Bonds”) to finance the Lofts Project; and WHEREAS, it is proposed that the City issue its Tax Increment Revenue Refunding Bonds (Territorial Springs and The Lofts of Stillwater Projects) Series 2016C in the aggregate principal amount not to exceed $\[6,850,000\] to redeem and prepay the outstanding principal amount of the Territorial Springs Notes and Series 2006 Bonds issued to finance the Projects; and 2 7718002v2 WHEREAS, the City has retained Springsted Incorporated, in Saint Paul, Minnesota ("Springsted"), as its independent financial advisor and is therefore authorized to sell these obligations by a negotiated sale in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); and WHEREAS, the City Council desires to proceed with the sale of the Bonds by direct negotiation with Dougherty & Co., LLC (the “Underwriter”); and the Underwriter will purchase the Bonds in an arm’s-length commercial transaction with the City. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Stillwater, Minnesota, as follows: 1.Preliminary Approval. The issuance by the City of the Bonds pursuant to the Tax Increment Act, in an approximate aggregate principal amount of $\[6,850,000\] to redeem and prepay the Territorial Springs Notes and the Series 2006 Bonds, all as referred to above, is hereby authorized and approved by the City, subject to the agreement of the Underwriter on the terms and conditions on which the Bonds will be issued, sold, and secured. 2.Official Statement. The preparation and distribution of an Official Statement in conjunction with the offer and sale of the Bonds is hereby ratified and authorized. The form of the Preliminary Official Statement presented to the City Council is hereby deemed “final.” 3.Bond Documents. Briggs and Morgan, Professional Association, acting as bond counsel, is authorized to assist in the preparation and review of necessary documents relating to the Bonds, to consult with Springsted and the Underwriter as to the maturities, interest rates and other terms and provisions of the Bonds and as to the covenants and other provisions of the necessary documents and submit such documents to the City for final approval. 4.Limited Obligation. Under the provisions of the Tax Increment Act, the Bonds shall not to be payable from or chargeable against any funds other than the revenues pledged to the payment thereof; the City shall not be subject to any liability thereon other than from such revenues pledged thereto; no holder of any Bonds shall ever have the right to compel any exercise by the City of its taxing powers (other than as contemplated by the proposed pledge of tax increment revenues) to pay the principal of, premium, if any, and interest on Bonds, or to enforce payment thereof against any property of the City other than the property expressly pledged thereto; the Bonds shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City other than the revenues expressly pledged thereto; the Bonds shall recite that the Bonds are issued without a pledge of the general or moral obligation of the City, and that the Bonds, including interest thereon, are payable solely from the revenues pledged to the payment thereof; and the Bonds shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation of indebtedness. 5.Adoption. The adoption of this resolution by the City does not constitute a guarantee or a firm commitment that the City will issue the Bonds. The City reserves the right, in its sole discretion, to withdraw from participation and accordingly not issue any Bonds to redeem and prepay the Territorial Springs Notes and Series 2006 Bonds at any time prior to the 3 7718002v2 adoption of the final resolution authorizing the issuance of such Bonds should the City so determine. The motion for the adoption of the foregoing resolution was duly seconded by member Junker and, after full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: Councilmembers Menikheim, Junker, Weidner, Polehna and Mayor Kozlowski and the following voted against the same: None Whereupon the resolution was declared duly passed and adopted. ___________________________ Ted Kozlowski, Mayor ATTEST: _______________________________ Diane F. Ward, City Clerk 4 7718002v2 STATE OF MINNESOTA COUNTY OF WASHINGTON CITY OF STILLWATER I, the undersigned, being the duly qualified and acting City Clerk of the City of Stillwater, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council duly called and held on the date therein indicated, insofar as such minutes relate to the City's Tax Increment Revenue Refunding Bonds (Territorial Springs and The Lofts of Stillwater Projects) Series 2016C. WITNESS my hand on July 5th, 2016. _______________________________________ City Clerk 5 7718002v2