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HomeMy WebLinkAbout7552 (Res.) .... .~ . (Also known as Res. No. 7543) () Councilmember Kimble introduced the following resolution and moved its adoption: RESOLUTION NO. 7552 RESOLUTION AUTHORIZING ISSUANCE, PRESCRIBING FORM AND DETAILS AND PROVIDING FOR PAYMENT OF $1,200,000 GENERAL OBLIGATION TEMPORARY TAX INCREMENT BONDS, SERIES 1985A. o BE IT RESOLVED by the City Council of the City of Stillwater, Minnesota (the City), as follows: Section 1. Project and Plan. 1.01. This Council has heretofore duly established Municipal Development District No. 1 (the Development District) and has established a hO~i no tax increment financing district therein known as ax Increment Financing District No.1 (the District). This Council has approved a Development District Plan for the Development District (the Development Plan) and a Financing Plan for the District (the Financing Plan) (together, the Development Plan and the Financing Plan are hereinafter referred to as the Plan); all pursuant to and in accordance with Minnesota Statutes, Chapter 472A and Sections 273.71 to 273.78 (the Acts). 1.02. The Development District constitutes a "project" and the District is a" housi ng tax increment financing district" within the meaning of Minnesota Statutes, Chapter 273, and thus the City has authority under said Chapter 273 to expend ad valorem tax increments derived from the District to pay public development costs incurred or to be incurred by the City in aid of the Development District, or to pay the principal of and interest on bonds issued to finance such costs, in accordance with said Plan, and the City has authority to issue bonds to provide funds for the pUblic development costs of the Development District, as provided in Section 273.77(a). 1.03. The City has requested the County Auditor of Washington County to certify to it the Assessed Value of all taxable property in the District as of January 1, 1984 (the Original Assessed Value), and to certify to the City each year thereafter the then current Assessed Value of all taxable property in the District (the Current Assessed Value). The County Auditor has certified the Original Assessed Value to be $ 12,708.00 . The Current Assessed Value, less the Original Assessed Value is the Captured Assessed Value. The ad valorem ~ taxes derived from the property in the District in each year, -3- \' by application of the aggregate mill rate levied by all governmental entities having authority to levy taxes on such property to the Captured Assessed Value, is the Tax Increment to be derived from the District. 1.04. The Council, by resolution adopted November 19, 1985, authorized the issuance and sale of $1,200,000 General Obligation Temporary Tax Increment Bonds, Series 1985A, to pay the following pUblic costs within the Development District: Land Acquisition And Utility Construction Capitalized Interest Issuance Costs $1,000,000 o 109,000 91,000 $1,200,000 1.05. Notice of sale of the Bonds has been duly published, and the Council, having examined and considered all bids received pursuant to the published notice, does hereby find and determine that the most favorable bid received is that of 1st National Bank of St. Paul , of St. Paul , Minjesota , and associates, to purchase the Bonds at a price of 1.194.000.00 plus accrued interest on all BOnds to the day. of deliverY and payment, on the further terms and conditions hereinafter set forth. 1.06. The sale of the Bonds is hereby awarded to said bidder, and the Mayor and City .C1erk are hereby authorized and directed on behalf of the City to execute a contract for the sale of the Bonds in accordance with the terms of said bid. The good faith check of the successful bidder shall be deposited by the Finance Director and deducted from the purchase price due at closing. The good faith checks of other bidders shall be returned to them forthwith. Section 2. Bond Terms, Execution and Delivery. 2.01 The Bonds shall be designated "General Obligation Temporary Tax Increment Bonds, Series 1985A," and be originally dated December 15, 1985, shall be in the denomina- tion of 55,000 each, numbered serially from 1 through 240 , shall mature on December 15, 1986, and shall bear interest from date of issue until paid or duly called for redemption at the rate of 5.90 % per annum. 2.02. The Bonds shall be subject to redemption and prepayment, at the option of the City and in whole or in part, as selected by lot by the Paying Agent, on June 15, 1986, at a price equal to the principal amount to be redeemed with interest accrued to the date of redemption. The City Clerk (" -4- (\ shall cause notice of redemption to be published at least once not less than thirty days prior to the date fixed for redemption in a daily or weekly periOdical published in a Minnesota city of the first class or its metropolitan area, circulating throughout the state and carrying financial news as a part of its service, and mailed to the bank at which principal and interest are then payable. 2.03. The interest on the Bonds shall be payable semiannually on each June 15 and December 15, commencing June 15, 1986. The principal of and interest on the Bonds shall be payable at First Trust Company in St. Paul , Minnesota, which is designated as Paying Agent, or in the event of its resignation, removal or incapability of acting as paying agent, at the office of such successor paying agent as may be appointed by the Council. o 2.04. The Bonds and interest coupons appurtenant thereto shall be prepared under the direction of the City Clerk and shall be executed on behalf of the City by the printed facsimile signatures of the Mayor and City Clerk. In case any officer whose signature or a facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient.for all purposes, the same as if he had remained in office until delivery. Notwithstand- ing such execution, no Bond shall be valid or obligatory for any purpose or entitled to any security or benefit under this Resolution unless and until a certificate of authentication on such Bond has been duly executed by the manual signature of an authorized representative of First Trust Company , St. Paul, Minnesota , which is hereby appointed as authenticating agent. Certificates of authentication on different Bonds need not be signed by the same representative. The executed certificate of authentication on each Bond shall be conclusive evidence that it has been authenticated and delivered under this Resolution. When the Bonds have been so prepared, executed and authenticated, the City Treasurer shall deliver the same to the purchaser thereof upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and said purchaser shall not be obligated to see to the application of the purchase price. 2.05. The Bonds shall be printed in substantially the following form: (' -5- IIlIr, _1 . I I I'. 111,,11 (' [Face of the Bond] UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF WASHINGTON CITY OF STILLWATER GENERAL OBLIGATION TEMPORARY TAX INCREMENT BOND, SERIES 1985A NO. $ ("' KNOW ALL PERSONS BY THESE PRESENTS that the City of Stillwater, a duly organized and existing municipal corporation of Washington County, Minnesota, acknowledges itself to be indebted and for value received promises to pay to the bearer, upon presentation and surrender hereof, the princIpal sum of FIVE THOUSAND DOLLARS on December 15, 1986, with interest thereon from the date hereof at the annual rate of % per annum, such interest payable on June 15 and December-f5 in each year, commencing June 15, 1986, upon presentation and surrender of the interest coupons appurtenent hereto, all subject to the provisions referred to herein with respect to the redemption of this bond before maturity. The interest hereon and the principal hereof are payable in lawful money of the United States of America at , in , , as Paying Agent, or its designated successor. For the prompt and full payment of such principal and interest as the same become due, the full faith, credit and taxing power of the City have been and are hereby irrevocably pledged. This bond is one of an issue in the total principal amount of $1,200,000, issued for the purpose of financing public development costs within a municipal development district in the City, and is issued under and pursuant to resolutions duly adopted by the City Council, including an authorizing resolution (the Resolution) of the City Council adopted on December 17, 1985, and under and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota thereunto enabling, including Minnesota Statutes, Sections 273.71 through 273.78 and Chapter 472A. This bond shall be subject to redemption and prepayment, at the option of the City, on June 15, 1986, at a price equal to the principal amount to be redeemed with interest accrued to the date of redemption. The City Clerk shall cause notice of redemption to be published at least once not less than thirty days prior to the date fixed for c -6- ...... - . I I. 11I;;11 - (', n redemption in a daily or weekly periodical published in a Minnesota city of the first class or its metropolitan area, circulating throughout the state and carrying financial news as a part of its service, and mailed to the bank at which principal and interest are then payable. IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the issuance of this bond in order to make it a valid and binding general obligation of the City in accordance with its terms, have been done, do exist, have happened and have been performed as so required; that, prior to the issuance hereof, the City has duly created a tax inorement financing district within said municipal development district and has irrevocably pledged and appropriated ad valorem tax increments to be derived therefrom to the payment of the principal of and interest on the bonds of this series: that by the ~eso1ution the City has duly covenanted to issue its definitive tax inerement bonds or additional temporary tax increment bonds to provide for the payment of the principal of and interest on this bond when due to the extent said tax inorements are insufficient; that, if necessary for the payment of such principal and interest, ad valorem taxes are required to be levied upon all taxable property in the City, without limitation as to rate or amount: that if this Bond is not paid in full at maturity, the holder thereof may require the City to issue a new general Obligation temporary tax increment bond in exchange therefor on a par or par basis, such temporary bond to be dated December 15, 1986, to mature on December 15, 1987 and to bear interest at the maximum rate then permitted by law; and that the issuance of this bond does not cause the indebtedness of the City to exceed any constitutional or statutory limitation of indebtedness. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under. the Resolution until the Certificate of Authentication hereon shall have been executed by the Paying Agent by manual signature of one of its authorized representatives. IN WITNESS WHEREOF the City of Stillwater, Washington County, Minnesota, by its City Council, has caused this bond to be executed or its behalf by the printed facsimile signatures of its Mayor and City Clerk, authenticated by the manual (' -7- .- " o signature of an authorized representative of and has caused this bond to be dated as of December 15, 1985. Dated: (facsimile signature) City Clerk (facsimile signature) Mayor CERTIFICATE OF AUTHENTICATION This is one of the bonds delivered pursuant to the Resolution mentioned within. , as Authenticating Agent By Authorized Representative n (Form of certificate to be printed on the reverse side of each Bond, following a full copy of the legal opinion) We certify that the above is a full, true and correct copy of the legal opinion rendered by bond counsel on the issue of bonds of the City. of Stillwater, Minnesota, which includes the within bond, dated as of the date of delivery of and payment for the bonds. (Facsimile Signature) City Clerk (Facsimile Signature) Mayor o -8- m ,.,L, . , ;~ ;;'].,;1 c (Form of Coupon) No. $ On the 15th day of June (December), 19 , the City of Stillwater, Washington County, Minnesota, will pay to bearer at , in , Minnesota, the amount shown hereon in lawful money of the United States of America, for the interest then due on its General Obligation Temporary Tax Increment Bond, Series 1985A, dated as of December 15, 1985, No. (Facsimile signature) City Clerk (Facsimile signature) Mayor (' Section 3. Capital Exrenditures Fund. There is hereby established on the offic a1 books and records of the City a "Tax Increment District No. 1 Capital Expenditures Fund," and the City Treasurer shall continue to maintain such Fund until all costs and expenses of the public development financed by the Bonds have been paid. To said Fund there shall be credited all of the proceeds of the Bonds not required to be deposited in the Sinking Fund referred to in Section 4 hereof, and such other moneys as shall from time to time be appropriated thereto, and from said Fund there shall be paid all costs and expenses incurred and to be incurred by the City for public development as set forth in the Plan and Section 1.04 hereof. After payment of all costs incurred with respect to the public development, said Fund shall be discontinued and any moneys remaining therein shall be transferred to the Sinking Fund established in Section 4 hereof and used to pay the next principal and interest coming due on the Bonds. Section 4. Sinking Fund. The Bonds shall be payable from the "Series 1985A Temporary Tax Increment Bond Account" to be established by the City (the Sinking Fund), which the City agrees to continue to maintain as a separate and special account on its official books and records until all principal of and interest on the Bonds have been paid in full. The moneys on hand in the Sinking Fund from time to time shall be used only to payor prepay the principal of and interest on the Bonds outstanding under this resolution or any additional bonds this Council directs to be payable therefrom when due. There is appropriated to the Sinking Fund, and into the Sinking Fund shall be paid as received: (1) accrued interest; (2)capitalized interest in the amount of $ ; (3)a11 Tax Increments received by the City with respect to the District; (4) all taxes levied pursuant to Section 6 hereof: and (5) the proceeds of the bonds to be issued pursuant to Section 5 hereof. o -9- ~ ... . (\ Section 5. Refundinr Bonds. The City hereby convenants and agrees that: 1) at or prior to the maturity of the Bonds it will sell and issue its general obligation tax increment bonds or its general obligation temporary tax increment bonds, pursuant to Minnesota Statutes, Section 273.77, in a principal amount sufficient to provide the amount needed, together with any other moneys appropriated to or on hand in the Sinking Fund, to pay the principal of and interest on the Bonds due at their maturity; (2) if the principal and interest on any Bond is not paid in full when due, the City will levy an ad valorem tax upon all taxable property within its corporate limits in an amount sufficient to pay such principal and interest; and (3) if any Bond is not paid in full at maturity the City will, upon request by the holder of such Bond, authorize, execute and deliver to such holder, in exchange for such Bond, a general obligation temporary tax increment bond in a like principal amount dated as of December 15, 1986, maturing on December 15, 1987 and bearing interest at the maximum rate then permitted by law. ("" Section 6. Pledge of Taxing Powers. For the prompt and full payment of the principal of and interest on said Bonds as such payments respectively become due, the full faith, credit and unlimited taxing powers of the City shall be and are hereby irrevocably pledged. It is, however, presently estimated that funds appropriated to the Sinking Fund pursuant to Sections 4 and 5 hereof will be not less than 5% in excess of principal and interest on the Bonds when due, and therefore no tax levy is presently required. Section 7. Registration of Bonds with County Auditor. The Clerk is hereby authorized and directed to file a certified copy of this resolution with the County Auditor of Washington County, together with such additional information as the Auditor shall require, and to obtain from said County Auditor a certificate that the Bonds have been duly entered upon his bond register. Section 8. Authentication of Transcript. The officers of the City and the County Auditor of Washington County are hereby authorized and directed to prepare and furnish to the purchaser of the Bonds and to the attorneys approving the legality thereof, certified copies of all proceedings and records relating to the Bonds and such other affidavits, certificates and information as may be required to show the facts relating to the legality and marketability of the Bonds, as the same appear from the books and records in their custody and control or as otherwise know to them, and all such certifed copies, affidavits and certificates, including any heretofore furnished, shall be deemed representations of o -10- o o (J the City as to the correctness of all statements contained therein. Section 9. Arbitrage. 9.1. The City covenants and agrees with the registered owners 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 payments on the Bonds to become subject to taxation under the Internal Revenue Code; and that it will take, or it will cause its officers, employees and agents to take all actions which may be necessary to insure that such interest will not become subject to taxation un~er the Internal Revenue Code. Internal Revenue Code as used herein includes the United States Internal Revenue Code of 1954, as amended, and all regulations, amended regulations and proposed regulations issued thereun~er, as now existing or as hereafter amended or proposed. 9.2. The Mayor and the City Clerk, being the officers of the City charged with the responsiblity for issuing the Bond pursuant to this resolution, are authorized and directed to execute and deliver tQ the purchaser a certification in order to satisfy the provisions of Section 103(c) of the Internal Revenue Code and the applicable regulations. Adopted by the Counoil ~.. 17th day of Deo..b.<, t&~j~ ./ 1IIIf-. Mayor 1985. Attest: The motion for the adoption of the foregoing resolution was duly seconded by Counci1member MacDonald and upon vote being taken thereon, the following voted in favor thereof: A 11 Present. None. and the following voted a~ainst the same: whereupon the resolution was declared passed and adopted. Published: December 27. 1985 -11-