00-1137Council Fite # O e� 113
CRiGINAL
CITY OF
Presented By
Referred To
Green Sheet # I C 3 S 3�_
�
Committee: Date
a�
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AUTHORIZING A LEASE PURCHASE
AGREBMENT FOR CENTRAL LIBRARY RENOVATIQN,
AND AUTHORIZING THE EXECUTION OF VARIOUS DOCUMENTS
4 WHEREAS, the City of Saint Paul, Minnesota (the
5 "City"), under its City Charter and Minnesota Statutes, Section
6 465.71, is authorized to enter into a lease purchase agreement
7 for real or personal property, and proposes to do so for costs of
8 renovating the City's central library (the "Library"); and
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WHEREAS, pursuant to Minnesota Statutes, Sections
469.001 through 469.047 (the "HR�. Act"), and its predecessor
statutes, the Housing and Redevelopment Authority of the City of
Saint Paul, Minnesota (the "HRA"), has adopted an amendment to
its Redevelopment Plan Seventh P1ace Redevelopment Project (the
"Redevelopment Plan") which as amended includes activities for
the Library; and under the HRA Act and Redevelopment Plan, the
HRA may issue revenue bonds to finance the improvements to the
Library; and pursuant to the HRA Act and the general powers
granted to the City under its City Charter, the City may lease
the improvements to the Library from the HRA; and
WHEREAS, the City has requested that the HRA issue, and
the HRA wishes to issue, its Central Library Renovation Lease
Revenue Bonds, Series 2000 (the "Bonds"), pursuant to an
Indenture of Trust dated as of December 1, 2000 (the
"Indenture"), by and between the HRA and Wells Fargo Bank
Minnesota, National Association (the "Trustee"), to finance the
remodeling and improvement of the Library (the "Project" or "New
Improvements"); and
WHEREAS, the Bonds are to be secured by the Indenture
and by a Lease Agreement Regarding Acquisition, Construction,
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Installation and Lease of Improvements Designated as Personal
Property dated as of December 1, 2000 (the "Lease"), by and
between the HRA and City, under which payments by the City
pursuant to the Lease will be pledged to the payment of the
Bonds; and under the Lease the City has the right, as required by
Minnesota Statutes, Section 465.71, to terminate the Lease at the
end of any fiscal year during its term; and
WHEREAS, it is necessary and desirable and in the best
interests of the HKA and City for the HRA to issue the Bonds in
the aggregate principal amount not to exceed $11,800,000 on the
terms and conditions set forth in the Indenture, and secured as
provided in the Indenture and Lease, for the £oregoing purposes;
and
14 WHEREAS, the Friends of the Saint Paul Public Library
15 will guarantee the payment of rent pursuant to the Lease whether
16 or not it is terminated pursuant to a Guaranty dated as of
17 December 1, 2000 (the "Guaranty"?; and
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WHEREAS, the HRA Bonds will bear tax-exempt interest
but the Lease will not:
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Saint Paul, Minnesota, as follows:
1. Documents Submitted In connection with the
proposed Lease, forms of the following documents have been
submitted to the City Council for approval:
25 a. the Lease;
26 b. a Bond Purchase Agreement (the "Bond Purchase
27 Agreement") to be entered into by and among the H1ZA,
28 the City and Miller, Johnson, Steichen, Kinnard, Inc.
29 (the "Underwriter"); and
30 c. a Continuing Disclosure Agreement relating to the Bonds
31 by and between the HRA and Cit�r (the "Continuing
32 Disclosure Agreement").
33 Items (a), (b) and (c) are referred to in this Resolution as the
34 "Lease Documents".
35 2. Lease Documents. The Lease, Bond Purchase
36 Agreement and Continuing Disclosure Agreement are hereby approved
37 in substantially the forms submitted, with such deletions,
38 completions and changes therein as are necessary and appropriate
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and approved by Bond Counsel, the City Attorney and City Staff.
The Mayor and Director, Office of Financial Services, are hereby
authorized and directed to execute the Lease, Continuing
Disclosure Agreement and Bond Purchase Agreement. Such officers
are also authorized and directed to execute such other documents
as are contemplated thereby or necessary in connection therewith.
3. Pricing Committee. There is hereby delegated to
(i) the Executive Director of the HRA (or his designee), (ii] a
person designated by Springsted Incorporated and (iii) the
Treasurer of the City (collectively, the "Pricing Committee") the
authority to agree with the Underwriter on the principal amount
of Bonds to mature or be payable each year during their term, the
interest rate to be borne by each maturity of the Bonds, and the
original issue discount, if any, to apply to all or any
maturities of the Bonds, provided that the net interest cost of
the Bonds shall not exceed five and one-half percent (5.50%) per
annum and the maximum original issue discount for any Bond shall
not exceed one percent (1.00o) of the principal amount thereof.
The determinations of the Pricing Committee as to terms shall be
set forth in a certificate signed by its members, and such terms
shall be included in the Bond Purchase Agreement, in the
Indenture, in the form of the Bonds, and in other agreements and
documents as appropriate. The Underwriter's discount for the
purchase price of the Bonds shall be seventy-five hundredths
of one percent {0.75%) of the principal amount. Execution of the
Bond Purchase Agreement by and on behalf of the City as provided
herein shall be deemed conclusive ratification and approval of
the determinations of the Pricing Committee.
4. Chanqes; Related Documents. The approval hereby
given to the various Lease Documents includes approval of such
additional details therein as may be necessary and appropriate,
such modifications thereof, deletions therefrom and additions
thereto prior to their execution as may be necessary and
appropriate and approved by the City Attorney, Bond Counsel,
appropriate City staff and the City officials authorized herein
to execute them, and includes approval of such related
instruments as may be required to be executed in connection with
the various documents referred to above. The City Attorney, Bond
Counsel, City officials and City staff are hereby authorized to
approve said changes and related instruments on behalf of the
City upon determination by them that such changes and related
instruments are consistent with this Resolution and necessary or
desirable to effectuate the purposes hereof. The execution of
any instrument by the appropriate officer or officers of the City
herein authorized shall be conclusive evidence of the approval of
such documents in accordance with the terms hereof. In the
1223386.3 3
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1 absence of the Mayor or Director, Office of Financial Services,
2 any of the documents authorized by this Resolution to be executed
3 by them may be executed by the Assistant Mayor or Acting
4 Director, Office of Financial Services, respectively, or by any
5 other duly designated acting official.
6 5. Purpose. The Lease shall provide funds for the
7 renovation of the Library (the "Project").
8 6. Prepavment; Purchase. The Lease shall be subject
9 to prepayment at the option of the City upon exercise of the
1� purchase option. At the expiration of the Lease after its full
11 term, the City shall have the option to purchase the Project for
12 $1.00.
13 7. Funds; ArbitraQe. Until expended on the Project,
14 the proceeds of the Bonds shall be held in the custody of the
15 Trustee pursuant to the Indenture but the City may direct their
16 investment. Payments on the Lease shall be made from annual
17 appropriations, and moneys to make such payment shall not be
18 segregated in any special fund.
19 No portion of those proceeds of the Bonds within the
20 control of the City shall be used directly or indirectl�r to
21 acquire higher yielding investments or to replace funds which
22 were used directly or indirectly to acquire higher yielding
23 investments, except (1) £or a reasonable temporary period until
24 such proceeds are needed for the purpose for which the Lease is
25 entered into, and (2) in addition to the above in an amount not
26 greater than $100,000. To this effect, any proceeds of the Bonds
27 and any sums from time to time held in any City account which
28 will be used to make payments on the Lease in excess of amounts
29 which under then-applicable federal arbitrage regulations may be
30 invested without regard as to yield sha11 not be invested at a
31 yield in excess of the applicable yield restrictions imposed by
32 said arbitrage regulations on such investments after taking into
33 account any applicable "temporary periods" or "minor portion"
34 made available under the federal arbitrage regulations. In
35 addition, those proceeds of the Bonds within the control of the
36 City and moneys used to make payments on the Lease shall not be
37 invested in obligations or deposits issued by, guaranteed by or
3S insured by the United S�ates or any agency or instrumentality
39 thereof if and to the extent that such investment would cause the
40 Bonds to be "federally guaranteed" within the meaning of Section
41 149(b) of the federal Intemal Revenue Code of 1986, as amended
42 (the "Code").
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S. No General Oblicjation Pledge; Initial
Appropriation. The Lease is not a general obligation of the City
but rather is payable from amounts to be annually appropriated,
and the full faith, credit and t�ing powers of the City shall
not be and are not pledged. Payments on the Lease are due
semiannually in arrears over its approximately 3-and-one-half-
year term. The City hereby makes an initial appropriation for
the portion of the rent accruing and payable through December 31,
zooi.
9. Records and Certificates The officers of the
City are hereby authorized and directed to prepare and furnish to
the HRA, and to the attorneys approving the legality of the
Bonds, certified copies of all proceedings and records of the
City relating to the Lease and to the financial condition and
affairs of the City, and such other affidavits, certificates and
information as are required to show the facts relating to the
legality and marketability of the Bonds as the same appear from
the books and records under their custody and control or as
otherwise known to them, and all such certified copies,
certificates and affidavits, including any heretofore furnished,
sha11 be deemed representations of the City as to the facts
recited therein.
10. Neaative Covenants as to Use of Proceeds and
Project. The City hereby covenants not to use the proceeds of
the Bonds or to use the Project, or to cause or permit them to be
used, or to enter into any deferred payment arrangements for the
cost of the Project, 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. The City reasonably expects that it
will take no actions over the term of the Lease that would cause
the Bonds to be private activity bonds, and the average term of
the Lease is not longer than reasonably necessary for the
governmental purpose of the Lease. The City hereby covenants not
to use those proceeds of the Bonds which are within the control
of the City in such a manner as to cause the Bonds to be "hedge
bonds" within the meaning of Section 149(g? of the Code.
37 11. Termination of L,ease. The Lease provides the City
38 with the option to terminate at the end of any fiscal year during
39 its term. The City and City Council on the date this Resolution
40 is adopted intend and reasonably expect to appropriate and to pay
41 the rent due pursuant to the Lease for the entire term of the
42 Lease.
43 12. Severabilitv. If any section, paragraph or
44 provision of this resolution shall be held to be invalid or
1223386.3 5
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1 unenforceable for any reason, the invalidity or unenforceability
2 of such section, paragraph or provision shall not affect any of
3 the remaining provisions of this resolution.
4 13. Headincxs. Headings in this resolution are
5 included for convenience of reference only and are not a part
6 hereof, and shall not limit or define the meaning of any
7 provision hereof.
Yeas
Benanav �
Blakey
Bostrom �
Coleman
Harris
La�trv ✓
Nays � Absent
Adopted by Council: Date \J Ge.. �i ..�De e
Atloplion Certified by Council Secretary
ey: '��,�,�� ' � �_�� _.�--
. � Approved by Mayor: Date 1 � �
sy:
Requested by Department of:
i� ���ce �� F�rtak :UA� �ee�� ic,�5
BV. � � ��" ' -'�i�
Form Approved by City Attomey
By✓/ L.��- �� �
r/ a �-�
Approved by Ma / for Submissio� o� Council
By: ( X �C 17� /�/�
1223386.3 6
do_��3�
of Financial Services
.CT PERSON & PHONE
DATEINRIATFD
,uZB,�oo GREEN SH
103535
i] u DEPARTMEN�DIRECTOR ��K � 4� CITYCOUNCIL _
4GENDA BY (DATE)
ASSIGN
NUM6ERFOR ��mARORNEY CRYCLERK
ROU�ING
ORDER ❑ FINANCIPLSERV�CESDIR flNANG1AL5ERYlACCTG
� MAYOR ❑
TOTAL # OF SIGNATURE PAGES 1_ (CLIP ALL LOCATIONS FOR SIGNATURE)
resolution authorizes a lease purchase agreement for the cenVal Ilbrary fenovation and authorizes the execution of the Bond Purchase qqreement
a Continuing Disclosure F\qreement.
auH i iuN Hpprove �H� or tce�ecc
PLANNING COMMISSION
CIB COMMITTEE
CNIL SERVIGE COMMISSION
Has ihis persoNfirtn ever worketl under a contac[ for this department�
YES NO
Has this persoNfirm ever been a city employee?
YES NO
Does this persoNfirm possess a skll not normally possessed by any curreM city empioyee?
YES NO
Is this persoNi�irm a targetetl ventloY�
YES NO
'IATING PROBLEM ISSUE, OPPORTUNI7Y (Who, What, Wheq 4Vhere, Why)
downtown central library is in need of renovatiort This renovation can be financed wdh Facility Lease Revenue Bonds issued by the HRA. The documeMS authorized by
resoWtion are requiretl 10 complNe the financ{ng.
IF
libary renovation can be financed.
IF APPROVEO
needetl for this renovanon plan wili not be availab�e.
AMOUNTOFTR4NSACTIONS 5n.�ss.aoa
SOURCE ACTIVITY NUMBER
(CIRCLE ONE) YES NO
6JLT�t�if 'C'ii�s,``�7ii;i's C�?r'
°�:;:P � '� 2�'��
Council Fite # O e� 113
CRiGINAL
CITY OF
Presented By
Referred To
Green Sheet # I C 3 S 3�_
�
Committee: Date
a�
1
2
3
AUTHORIZING A LEASE PURCHASE
AGREBMENT FOR CENTRAL LIBRARY RENOVATIQN,
AND AUTHORIZING THE EXECUTION OF VARIOUS DOCUMENTS
4 WHEREAS, the City of Saint Paul, Minnesota (the
5 "City"), under its City Charter and Minnesota Statutes, Section
6 465.71, is authorized to enter into a lease purchase agreement
7 for real or personal property, and proposes to do so for costs of
8 renovating the City's central library (the "Library"); and
9
10
11
12
13
14
15
16
17
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21
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WHEREAS, pursuant to Minnesota Statutes, Sections
469.001 through 469.047 (the "HR�. Act"), and its predecessor
statutes, the Housing and Redevelopment Authority of the City of
Saint Paul, Minnesota (the "HRA"), has adopted an amendment to
its Redevelopment Plan Seventh P1ace Redevelopment Project (the
"Redevelopment Plan") which as amended includes activities for
the Library; and under the HRA Act and Redevelopment Plan, the
HRA may issue revenue bonds to finance the improvements to the
Library; and pursuant to the HRA Act and the general powers
granted to the City under its City Charter, the City may lease
the improvements to the Library from the HRA; and
WHEREAS, the City has requested that the HRA issue, and
the HRA wishes to issue, its Central Library Renovation Lease
Revenue Bonds, Series 2000 (the "Bonds"), pursuant to an
Indenture of Trust dated as of December 1, 2000 (the
"Indenture"), by and between the HRA and Wells Fargo Bank
Minnesota, National Association (the "Trustee"), to finance the
remodeling and improvement of the Library (the "Project" or "New
Improvements"); and
WHEREAS, the Bonds are to be secured by the Indenture
and by a Lease Agreement Regarding Acquisition, Construction,
1223386.3
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Installation and Lease of Improvements Designated as Personal
Property dated as of December 1, 2000 (the "Lease"), by and
between the HRA and City, under which payments by the City
pursuant to the Lease will be pledged to the payment of the
Bonds; and under the Lease the City has the right, as required by
Minnesota Statutes, Section 465.71, to terminate the Lease at the
end of any fiscal year during its term; and
WHEREAS, it is necessary and desirable and in the best
interests of the HKA and City for the HRA to issue the Bonds in
the aggregate principal amount not to exceed $11,800,000 on the
terms and conditions set forth in the Indenture, and secured as
provided in the Indenture and Lease, for the £oregoing purposes;
and
14 WHEREAS, the Friends of the Saint Paul Public Library
15 will guarantee the payment of rent pursuant to the Lease whether
16 or not it is terminated pursuant to a Guaranty dated as of
17 December 1, 2000 (the "Guaranty"?; and
18
19
20
21
22
23
24
WHEREAS, the HRA Bonds will bear tax-exempt interest
but the Lease will not:
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Saint Paul, Minnesota, as follows:
1. Documents Submitted In connection with the
proposed Lease, forms of the following documents have been
submitted to the City Council for approval:
25 a. the Lease;
26 b. a Bond Purchase Agreement (the "Bond Purchase
27 Agreement") to be entered into by and among the H1ZA,
28 the City and Miller, Johnson, Steichen, Kinnard, Inc.
29 (the "Underwriter"); and
30 c. a Continuing Disclosure Agreement relating to the Bonds
31 by and between the HRA and Cit�r (the "Continuing
32 Disclosure Agreement").
33 Items (a), (b) and (c) are referred to in this Resolution as the
34 "Lease Documents".
35 2. Lease Documents. The Lease, Bond Purchase
36 Agreement and Continuing Disclosure Agreement are hereby approved
37 in substantially the forms submitted, with such deletions,
38 completions and changes therein as are necessary and appropriate
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and approved by Bond Counsel, the City Attorney and City Staff.
The Mayor and Director, Office of Financial Services, are hereby
authorized and directed to execute the Lease, Continuing
Disclosure Agreement and Bond Purchase Agreement. Such officers
are also authorized and directed to execute such other documents
as are contemplated thereby or necessary in connection therewith.
3. Pricing Committee. There is hereby delegated to
(i) the Executive Director of the HRA (or his designee), (ii] a
person designated by Springsted Incorporated and (iii) the
Treasurer of the City (collectively, the "Pricing Committee") the
authority to agree with the Underwriter on the principal amount
of Bonds to mature or be payable each year during their term, the
interest rate to be borne by each maturity of the Bonds, and the
original issue discount, if any, to apply to all or any
maturities of the Bonds, provided that the net interest cost of
the Bonds shall not exceed five and one-half percent (5.50%) per
annum and the maximum original issue discount for any Bond shall
not exceed one percent (1.00o) of the principal amount thereof.
The determinations of the Pricing Committee as to terms shall be
set forth in a certificate signed by its members, and such terms
shall be included in the Bond Purchase Agreement, in the
Indenture, in the form of the Bonds, and in other agreements and
documents as appropriate. The Underwriter's discount for the
purchase price of the Bonds shall be seventy-five hundredths
of one percent {0.75%) of the principal amount. Execution of the
Bond Purchase Agreement by and on behalf of the City as provided
herein shall be deemed conclusive ratification and approval of
the determinations of the Pricing Committee.
4. Chanqes; Related Documents. The approval hereby
given to the various Lease Documents includes approval of such
additional details therein as may be necessary and appropriate,
such modifications thereof, deletions therefrom and additions
thereto prior to their execution as may be necessary and
appropriate and approved by the City Attorney, Bond Counsel,
appropriate City staff and the City officials authorized herein
to execute them, and includes approval of such related
instruments as may be required to be executed in connection with
the various documents referred to above. The City Attorney, Bond
Counsel, City officials and City staff are hereby authorized to
approve said changes and related instruments on behalf of the
City upon determination by them that such changes and related
instruments are consistent with this Resolution and necessary or
desirable to effectuate the purposes hereof. The execution of
any instrument by the appropriate officer or officers of the City
herein authorized shall be conclusive evidence of the approval of
such documents in accordance with the terms hereof. In the
1223386.3 3
00 .. �13�
1 absence of the Mayor or Director, Office of Financial Services,
2 any of the documents authorized by this Resolution to be executed
3 by them may be executed by the Assistant Mayor or Acting
4 Director, Office of Financial Services, respectively, or by any
5 other duly designated acting official.
6 5. Purpose. The Lease shall provide funds for the
7 renovation of the Library (the "Project").
8 6. Prepavment; Purchase. The Lease shall be subject
9 to prepayment at the option of the City upon exercise of the
1� purchase option. At the expiration of the Lease after its full
11 term, the City shall have the option to purchase the Project for
12 $1.00.
13 7. Funds; ArbitraQe. Until expended on the Project,
14 the proceeds of the Bonds shall be held in the custody of the
15 Trustee pursuant to the Indenture but the City may direct their
16 investment. Payments on the Lease shall be made from annual
17 appropriations, and moneys to make such payment shall not be
18 segregated in any special fund.
19 No portion of those proceeds of the Bonds within the
20 control of the City shall be used directly or indirectl�r to
21 acquire higher yielding investments or to replace funds which
22 were used directly or indirectly to acquire higher yielding
23 investments, except (1) £or a reasonable temporary period until
24 such proceeds are needed for the purpose for which the Lease is
25 entered into, and (2) in addition to the above in an amount not
26 greater than $100,000. To this effect, any proceeds of the Bonds
27 and any sums from time to time held in any City account which
28 will be used to make payments on the Lease in excess of amounts
29 which under then-applicable federal arbitrage regulations may be
30 invested without regard as to yield sha11 not be invested at a
31 yield in excess of the applicable yield restrictions imposed by
32 said arbitrage regulations on such investments after taking into
33 account any applicable "temporary periods" or "minor portion"
34 made available under the federal arbitrage regulations. In
35 addition, those proceeds of the Bonds within the control of the
36 City and moneys used to make payments on the Lease shall not be
37 invested in obligations or deposits issued by, guaranteed by or
3S insured by the United S�ates or any agency or instrumentality
39 thereof if and to the extent that such investment would cause the
40 Bonds to be "federally guaranteed" within the meaning of Section
41 149(b) of the federal Intemal Revenue Code of 1986, as amended
42 (the "Code").
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S. No General Oblicjation Pledge; Initial
Appropriation. The Lease is not a general obligation of the City
but rather is payable from amounts to be annually appropriated,
and the full faith, credit and t�ing powers of the City shall
not be and are not pledged. Payments on the Lease are due
semiannually in arrears over its approximately 3-and-one-half-
year term. The City hereby makes an initial appropriation for
the portion of the rent accruing and payable through December 31,
zooi.
9. Records and Certificates The officers of the
City are hereby authorized and directed to prepare and furnish to
the HRA, and to the attorneys approving the legality of the
Bonds, certified copies of all proceedings and records of the
City relating to the Lease and to the financial condition and
affairs of the City, and such other affidavits, certificates and
information as are required to show the facts relating to the
legality and marketability of the Bonds as the same appear from
the books and records under their custody and control or as
otherwise known to them, and all such certified copies,
certificates and affidavits, including any heretofore furnished,
sha11 be deemed representations of the City as to the facts
recited therein.
10. Neaative Covenants as to Use of Proceeds and
Project. The City hereby covenants not to use the proceeds of
the Bonds or to use the Project, or to cause or permit them to be
used, or to enter into any deferred payment arrangements for the
cost of the Project, 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. The City reasonably expects that it
will take no actions over the term of the Lease that would cause
the Bonds to be private activity bonds, and the average term of
the Lease is not longer than reasonably necessary for the
governmental purpose of the Lease. The City hereby covenants not
to use those proceeds of the Bonds which are within the control
of the City in such a manner as to cause the Bonds to be "hedge
bonds" within the meaning of Section 149(g? of the Code.
37 11. Termination of L,ease. The Lease provides the City
38 with the option to terminate at the end of any fiscal year during
39 its term. The City and City Council on the date this Resolution
40 is adopted intend and reasonably expect to appropriate and to pay
41 the rent due pursuant to the Lease for the entire term of the
42 Lease.
43 12. Severabilitv. If any section, paragraph or
44 provision of this resolution shall be held to be invalid or
1223386.3 5
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aa -1�.7
1 unenforceable for any reason, the invalidity or unenforceability
2 of such section, paragraph or provision shall not affect any of
3 the remaining provisions of this resolution.
4 13. Headincxs. Headings in this resolution are
5 included for convenience of reference only and are not a part
6 hereof, and shall not limit or define the meaning of any
7 provision hereof.
Yeas
Benanav �
Blakey
Bostrom �
Coleman
Harris
La�trv ✓
Nays � Absent
Adopted by Council: Date \J Ge.. �i ..�De e
Atloplion Certified by Council Secretary
ey: '��,�,�� ' � �_�� _.�--
. � Approved by Mayor: Date 1 � �
sy:
Requested by Department of:
i� ���ce �� F�rtak :UA� �ee�� ic,�5
BV. � � ��" ' -'�i�
Form Approved by City Attomey
By✓/ L.��- �� �
r/ a �-�
Approved by Ma / for Submissio� o� Council
By: ( X �C 17� /�/�
1223386.3 6
do_��3�
of Financial Services
.CT PERSON & PHONE
DATEINRIATFD
,uZB,�oo GREEN SH
103535
i] u DEPARTMEN�DIRECTOR ��K � 4� CITYCOUNCIL _
4GENDA BY (DATE)
ASSIGN
NUM6ERFOR ��mARORNEY CRYCLERK
ROU�ING
ORDER ❑ FINANCIPLSERV�CESDIR flNANG1AL5ERYlACCTG
� MAYOR ❑
TOTAL # OF SIGNATURE PAGES 1_ (CLIP ALL LOCATIONS FOR SIGNATURE)
resolution authorizes a lease purchase agreement for the cenVal Ilbrary fenovation and authorizes the execution of the Bond Purchase qqreement
a Continuing Disclosure F\qreement.
auH i iuN Hpprove �H� or tce�ecc
PLANNING COMMISSION
CIB COMMITTEE
CNIL SERVIGE COMMISSION
Has ihis persoNfirtn ever worketl under a contac[ for this department�
YES NO
Has this persoNfirm ever been a city employee?
YES NO
Does this persoNfirm possess a skll not normally possessed by any curreM city empioyee?
YES NO
Is this persoNi�irm a targetetl ventloY�
YES NO
'IATING PROBLEM ISSUE, OPPORTUNI7Y (Who, What, Wheq 4Vhere, Why)
downtown central library is in need of renovatiort This renovation can be financed wdh Facility Lease Revenue Bonds issued by the HRA. The documeMS authorized by
resoWtion are requiretl 10 complNe the financ{ng.
IF
libary renovation can be financed.
IF APPROVEO
needetl for this renovanon plan wili not be availab�e.
AMOUNTOFTR4NSACTIONS 5n.�ss.aoa
SOURCE ACTIVITY NUMBER
(CIRCLE ONE) YES NO
6JLT�t�if 'C'ii�s,``�7ii;i's C�?r'
°�:;:P � '� 2�'��
Council Fite # O e� 113
CRiGINAL
CITY OF
Presented By
Referred To
Green Sheet # I C 3 S 3�_
�
Committee: Date
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AUTHORIZING A LEASE PURCHASE
AGREBMENT FOR CENTRAL LIBRARY RENOVATIQN,
AND AUTHORIZING THE EXECUTION OF VARIOUS DOCUMENTS
4 WHEREAS, the City of Saint Paul, Minnesota (the
5 "City"), under its City Charter and Minnesota Statutes, Section
6 465.71, is authorized to enter into a lease purchase agreement
7 for real or personal property, and proposes to do so for costs of
8 renovating the City's central library (the "Library"); and
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WHEREAS, pursuant to Minnesota Statutes, Sections
469.001 through 469.047 (the "HR�. Act"), and its predecessor
statutes, the Housing and Redevelopment Authority of the City of
Saint Paul, Minnesota (the "HRA"), has adopted an amendment to
its Redevelopment Plan Seventh P1ace Redevelopment Project (the
"Redevelopment Plan") which as amended includes activities for
the Library; and under the HRA Act and Redevelopment Plan, the
HRA may issue revenue bonds to finance the improvements to the
Library; and pursuant to the HRA Act and the general powers
granted to the City under its City Charter, the City may lease
the improvements to the Library from the HRA; and
WHEREAS, the City has requested that the HRA issue, and
the HRA wishes to issue, its Central Library Renovation Lease
Revenue Bonds, Series 2000 (the "Bonds"), pursuant to an
Indenture of Trust dated as of December 1, 2000 (the
"Indenture"), by and between the HRA and Wells Fargo Bank
Minnesota, National Association (the "Trustee"), to finance the
remodeling and improvement of the Library (the "Project" or "New
Improvements"); and
WHEREAS, the Bonds are to be secured by the Indenture
and by a Lease Agreement Regarding Acquisition, Construction,
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Installation and Lease of Improvements Designated as Personal
Property dated as of December 1, 2000 (the "Lease"), by and
between the HRA and City, under which payments by the City
pursuant to the Lease will be pledged to the payment of the
Bonds; and under the Lease the City has the right, as required by
Minnesota Statutes, Section 465.71, to terminate the Lease at the
end of any fiscal year during its term; and
WHEREAS, it is necessary and desirable and in the best
interests of the HKA and City for the HRA to issue the Bonds in
the aggregate principal amount not to exceed $11,800,000 on the
terms and conditions set forth in the Indenture, and secured as
provided in the Indenture and Lease, for the £oregoing purposes;
and
14 WHEREAS, the Friends of the Saint Paul Public Library
15 will guarantee the payment of rent pursuant to the Lease whether
16 or not it is terminated pursuant to a Guaranty dated as of
17 December 1, 2000 (the "Guaranty"?; and
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WHEREAS, the HRA Bonds will bear tax-exempt interest
but the Lease will not:
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Saint Paul, Minnesota, as follows:
1. Documents Submitted In connection with the
proposed Lease, forms of the following documents have been
submitted to the City Council for approval:
25 a. the Lease;
26 b. a Bond Purchase Agreement (the "Bond Purchase
27 Agreement") to be entered into by and among the H1ZA,
28 the City and Miller, Johnson, Steichen, Kinnard, Inc.
29 (the "Underwriter"); and
30 c. a Continuing Disclosure Agreement relating to the Bonds
31 by and between the HRA and Cit�r (the "Continuing
32 Disclosure Agreement").
33 Items (a), (b) and (c) are referred to in this Resolution as the
34 "Lease Documents".
35 2. Lease Documents. The Lease, Bond Purchase
36 Agreement and Continuing Disclosure Agreement are hereby approved
37 in substantially the forms submitted, with such deletions,
38 completions and changes therein as are necessary and appropriate
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and approved by Bond Counsel, the City Attorney and City Staff.
The Mayor and Director, Office of Financial Services, are hereby
authorized and directed to execute the Lease, Continuing
Disclosure Agreement and Bond Purchase Agreement. Such officers
are also authorized and directed to execute such other documents
as are contemplated thereby or necessary in connection therewith.
3. Pricing Committee. There is hereby delegated to
(i) the Executive Director of the HRA (or his designee), (ii] a
person designated by Springsted Incorporated and (iii) the
Treasurer of the City (collectively, the "Pricing Committee") the
authority to agree with the Underwriter on the principal amount
of Bonds to mature or be payable each year during their term, the
interest rate to be borne by each maturity of the Bonds, and the
original issue discount, if any, to apply to all or any
maturities of the Bonds, provided that the net interest cost of
the Bonds shall not exceed five and one-half percent (5.50%) per
annum and the maximum original issue discount for any Bond shall
not exceed one percent (1.00o) of the principal amount thereof.
The determinations of the Pricing Committee as to terms shall be
set forth in a certificate signed by its members, and such terms
shall be included in the Bond Purchase Agreement, in the
Indenture, in the form of the Bonds, and in other agreements and
documents as appropriate. The Underwriter's discount for the
purchase price of the Bonds shall be seventy-five hundredths
of one percent {0.75%) of the principal amount. Execution of the
Bond Purchase Agreement by and on behalf of the City as provided
herein shall be deemed conclusive ratification and approval of
the determinations of the Pricing Committee.
4. Chanqes; Related Documents. The approval hereby
given to the various Lease Documents includes approval of such
additional details therein as may be necessary and appropriate,
such modifications thereof, deletions therefrom and additions
thereto prior to their execution as may be necessary and
appropriate and approved by the City Attorney, Bond Counsel,
appropriate City staff and the City officials authorized herein
to execute them, and includes approval of such related
instruments as may be required to be executed in connection with
the various documents referred to above. The City Attorney, Bond
Counsel, City officials and City staff are hereby authorized to
approve said changes and related instruments on behalf of the
City upon determination by them that such changes and related
instruments are consistent with this Resolution and necessary or
desirable to effectuate the purposes hereof. The execution of
any instrument by the appropriate officer or officers of the City
herein authorized shall be conclusive evidence of the approval of
such documents in accordance with the terms hereof. In the
1223386.3 3
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1 absence of the Mayor or Director, Office of Financial Services,
2 any of the documents authorized by this Resolution to be executed
3 by them may be executed by the Assistant Mayor or Acting
4 Director, Office of Financial Services, respectively, or by any
5 other duly designated acting official.
6 5. Purpose. The Lease shall provide funds for the
7 renovation of the Library (the "Project").
8 6. Prepavment; Purchase. The Lease shall be subject
9 to prepayment at the option of the City upon exercise of the
1� purchase option. At the expiration of the Lease after its full
11 term, the City shall have the option to purchase the Project for
12 $1.00.
13 7. Funds; ArbitraQe. Until expended on the Project,
14 the proceeds of the Bonds shall be held in the custody of the
15 Trustee pursuant to the Indenture but the City may direct their
16 investment. Payments on the Lease shall be made from annual
17 appropriations, and moneys to make such payment shall not be
18 segregated in any special fund.
19 No portion of those proceeds of the Bonds within the
20 control of the City shall be used directly or indirectl�r to
21 acquire higher yielding investments or to replace funds which
22 were used directly or indirectly to acquire higher yielding
23 investments, except (1) £or a reasonable temporary period until
24 such proceeds are needed for the purpose for which the Lease is
25 entered into, and (2) in addition to the above in an amount not
26 greater than $100,000. To this effect, any proceeds of the Bonds
27 and any sums from time to time held in any City account which
28 will be used to make payments on the Lease in excess of amounts
29 which under then-applicable federal arbitrage regulations may be
30 invested without regard as to yield sha11 not be invested at a
31 yield in excess of the applicable yield restrictions imposed by
32 said arbitrage regulations on such investments after taking into
33 account any applicable "temporary periods" or "minor portion"
34 made available under the federal arbitrage regulations. In
35 addition, those proceeds of the Bonds within the control of the
36 City and moneys used to make payments on the Lease shall not be
37 invested in obligations or deposits issued by, guaranteed by or
3S insured by the United S�ates or any agency or instrumentality
39 thereof if and to the extent that such investment would cause the
40 Bonds to be "federally guaranteed" within the meaning of Section
41 149(b) of the federal Intemal Revenue Code of 1986, as amended
42 (the "Code").
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S. No General Oblicjation Pledge; Initial
Appropriation. The Lease is not a general obligation of the City
but rather is payable from amounts to be annually appropriated,
and the full faith, credit and t�ing powers of the City shall
not be and are not pledged. Payments on the Lease are due
semiannually in arrears over its approximately 3-and-one-half-
year term. The City hereby makes an initial appropriation for
the portion of the rent accruing and payable through December 31,
zooi.
9. Records and Certificates The officers of the
City are hereby authorized and directed to prepare and furnish to
the HRA, and to the attorneys approving the legality of the
Bonds, certified copies of all proceedings and records of the
City relating to the Lease and to the financial condition and
affairs of the City, and such other affidavits, certificates and
information as are required to show the facts relating to the
legality and marketability of the Bonds as the same appear from
the books and records under their custody and control or as
otherwise known to them, and all such certified copies,
certificates and affidavits, including any heretofore furnished,
sha11 be deemed representations of the City as to the facts
recited therein.
10. Neaative Covenants as to Use of Proceeds and
Project. The City hereby covenants not to use the proceeds of
the Bonds or to use the Project, or to cause or permit them to be
used, or to enter into any deferred payment arrangements for the
cost of the Project, 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. The City reasonably expects that it
will take no actions over the term of the Lease that would cause
the Bonds to be private activity bonds, and the average term of
the Lease is not longer than reasonably necessary for the
governmental purpose of the Lease. The City hereby covenants not
to use those proceeds of the Bonds which are within the control
of the City in such a manner as to cause the Bonds to be "hedge
bonds" within the meaning of Section 149(g? of the Code.
37 11. Termination of L,ease. The Lease provides the City
38 with the option to terminate at the end of any fiscal year during
39 its term. The City and City Council on the date this Resolution
40 is adopted intend and reasonably expect to appropriate and to pay
41 the rent due pursuant to the Lease for the entire term of the
42 Lease.
43 12. Severabilitv. If any section, paragraph or
44 provision of this resolution shall be held to be invalid or
1223386.3 5
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1 unenforceable for any reason, the invalidity or unenforceability
2 of such section, paragraph or provision shall not affect any of
3 the remaining provisions of this resolution.
4 13. Headincxs. Headings in this resolution are
5 included for convenience of reference only and are not a part
6 hereof, and shall not limit or define the meaning of any
7 provision hereof.
Yeas
Benanav �
Blakey
Bostrom �
Coleman
Harris
La�trv ✓
Nays � Absent
Adopted by Council: Date \J Ge.. �i ..�De e
Atloplion Certified by Council Secretary
ey: '��,�,�� ' � �_�� _.�--
. � Approved by Mayor: Date 1 � �
sy:
Requested by Department of:
i� ���ce �� F�rtak :UA� �ee�� ic,�5
BV. � � ��" ' -'�i�
Form Approved by City Attomey
By✓/ L.��- �� �
r/ a �-�
Approved by Ma / for Submissio� o� Council
By: ( X �C 17� /�/�
1223386.3 6
do_��3�
of Financial Services
.CT PERSON & PHONE
DATEINRIATFD
,uZB,�oo GREEN SH
103535
i] u DEPARTMEN�DIRECTOR ��K � 4� CITYCOUNCIL _
4GENDA BY (DATE)
ASSIGN
NUM6ERFOR ��mARORNEY CRYCLERK
ROU�ING
ORDER ❑ FINANCIPLSERV�CESDIR flNANG1AL5ERYlACCTG
� MAYOR ❑
TOTAL # OF SIGNATURE PAGES 1_ (CLIP ALL LOCATIONS FOR SIGNATURE)
resolution authorizes a lease purchase agreement for the cenVal Ilbrary fenovation and authorizes the execution of the Bond Purchase qqreement
a Continuing Disclosure F\qreement.
auH i iuN Hpprove �H� or tce�ecc
PLANNING COMMISSION
CIB COMMITTEE
CNIL SERVIGE COMMISSION
Has ihis persoNfirtn ever worketl under a contac[ for this department�
YES NO
Has this persoNfirm ever been a city employee?
YES NO
Does this persoNfirm possess a skll not normally possessed by any curreM city empioyee?
YES NO
Is this persoNi�irm a targetetl ventloY�
YES NO
'IATING PROBLEM ISSUE, OPPORTUNI7Y (Who, What, Wheq 4Vhere, Why)
downtown central library is in need of renovatiort This renovation can be financed wdh Facility Lease Revenue Bonds issued by the HRA. The documeMS authorized by
resoWtion are requiretl 10 complNe the financ{ng.
IF
libary renovation can be financed.
IF APPROVEO
needetl for this renovanon plan wili not be availab�e.
AMOUNTOFTR4NSACTIONS 5n.�ss.aoa
SOURCE ACTIVITY NUMBER
(CIRCLE ONE) YES NO
6JLT�t�if 'C'ii�s,``�7ii;i's C�?r'
°�:;:P � '� 2�'��