277914 WNITE - CITYCLERK �"''� i'.
PINK - FINANCE COUtICIl �� �����
CANARV - DEPARTMENT G I T Y O F S A I N T �A IT L
BLUE - MAYOR File N O. �
o ncil Resolution
Presented By `
Referred To Committee: Date
Out of Committee By Date
WHEREAS:
1. On December 22, 1981, the Port Authority of the City of Saint Paul adopted
Resolution No. 1961 giving preliminary approval to the issuance of approximately
$2,000,000 in revenue bonds to finance the construction of one floor of condo-
minium office space in the St . Paul Hotel Parking Ramp project (Amhoist Towers)
by M Associates, a Minnesota partnership comprised of Carl Kuhrmeyer, Ernie
Moffett, Howard Punch, Lorin Morin and Gerald Mueller, all executives with 3M
Company; and Dan Dolan, realtor.
2 . Laws of Minnesota 1976, Chapter 234, provides that any issue of revenue
bonds authorized by the Port Authority of the City of Saint Paul, shall be issued
only with the consent of the City Council of the City of Saint Paul, by resolution
adopted in accordance with law;
3. The Port Authority of the City of Saint Paul has requested that the City
Council give its requisite consent pursuant to said law to facilitate the issuance
of said revenue bonds by the Port Authority of the City of Saint Paul, subject to
final approval of the details of said issue by the Port Authority of the City of
Saint Paul.
RESOLVED, by the City Council of the City of Saint Paul, that in aecordance
with Laws of Minnesota 1976, Chapter 234, the City Council hereby consents to the
issuance of the aforesaid revenue bonds for the purposes described in the afore-
said Port Authority Resolution No. 1961, the exact details of which, including,
but not limited to, provisions relating to maturities, interest rates, discount,
redemption, and for the issuance of additional bonds are to be determined by the
Port Authority, pursuant to resolution adopted by the Port Authority, and the
City Council hereby authorizes the issuance of any additional bonds (including
refunding bonds) by the Port Authority, found by the Port Authority to be neces-
sary for carrying out the purposes for which the aforesaid bonds are issued.
COUNCILMEN
Yeas Nays � Requestgd by Department of:
Hunt ��
Levine In Favor
Maddox �
McMahon B
Showalter - __ Against Y .
Tedesco
� JAN 71982
Form Approved by City Attorney
Adopted by Council: Date — � �
Cerlified a.s d by C nc� e ry BY
By
JAN 8 198� Ap o ed by Mayor for 'ssi n to C uncil
Approved • avor: Dat —
�
B
�By F� JAN 16 1982 �
� " . �- • Resolutzon L7o. /9G/
p�d,0 �'��� .
RE�OLUTION OF
THE PORT AtITHORITY OF THE CI`PY OF SAII�?T PAUL
WHEREAS, the purpose of Chapter 474, i�linnesota
Statutes, known as the i�iinnesota �7unicinal Industrial Develop-
ment Act (hereinafter called "Act" ) as found and c�etermined by
the legislature is to pro�note t'ne welfare of the state by the '
active attraction and encouragement and development of economi-
cally sound industry and commerce to prevent so far as possible
the emergence of blighted and inarginal lands and areas of
cnronic unemployment and to aid in the dev�lopment of existing
areas of blight, marginal land and persistent unemnlo;�ment; and
�A�'rIEREAS, factors necessitating the active promotion
and development of economically sound industry and commerce are
the increasing concentration of pooulation in the metropolitan
areas and the rapidly rising increase in the amount and cost of
governmental services required to meet the nee3s of tlie
increased population and the need for development of land use
which will provide an adequate tax base to finance these
increased costs and access to emnloyment opoortunities for such
population; a;�d
'rIHEREAS, through the c000erative efforts of t2�e Port
Authority, the City of Sain� Paul (the "City" ) and the federal
government (soecifically including funds made available to the
City under an Urban Development Ac�ion Grant) the existing
Saint Paul Hotel has been acquired and is being renovated by
the Saint Paul Hotel Limited Partnersizip (the "'riotel Project" )
and a parking ramp is being constructed on land adjacent to the
Hotel by the Saint Paul Parking Rarnp Limited Partnership (the
"Ramp Project' ) ; and
j��HEREAS, at the time of tile neaotiation for financing
of the ciotel Project and Ramp Project tne developr�ent of an
office tower in t'ne air rights above tiie Ramp Project was
contem�lated; and
47HEREAS, by Resolution 1906, anopted on �ctober 6,
1981, the Port Authority gave �reliminary approval to the
issuance of approximately $2U,000, 000 in its industrial
develop:�ent revenue bonds to finance the development of a
condominium office tower in t}ie air rights aUove the Ramp
Project; and
. . �� • � � .! .� Ff �-
WHEREAS, The Port Aut�iority of tl�e City of Saint Paul
(the "Authority" ) has receive3 from M Associates, a t�linnesota
general partnershin conprised of Carl Kuhrmeyer, Ernie �loffett,
Howard Punch, Lorin i�iorin, Gerald r]ueller and Dan Dolan
, (hereinafter referred to as "Cornpany" ) a request t'nat the
Authority issue its revenue bonds to finance the acquisition,
installation and construction of an office facility .
(hereinafter called the "Ofiice Project" ) above the Ramp
Project in the City of St. Paul, all as is more fully described
in the staff report on file; and
SVHEREAS, the Authority desires to facilitate the
selective development of the community, to retain and improve
its tax base and to he1P it providz the range of services and
employment opportunities required by its po�ulation, and said
Office Project will assist the City in achieving that
objective. Said Office Project will help to increase the
assessed valuation of the City and help maintain a positive
� relationship between assessed valuation and debt and enhance
the image and reputation of the City; and
4]HEREAS, the Office Project to be financed by revenue
bonds will result in substantial e:nployment opportunities in
the Office Project;
WHERERS, the Authorit, has been advised by repre-
sentatives of the Company t'nat conventional, corimerciaZ
financing to pay the capital cost of the Office Project is
available only on a limited basis and at such hig'n costs of
borro-�ring that the economic feasibility of operating the Office
Project would be significantly reduced, but the Company has
also advised this Authority that wit'n the aid of revenue bond
financing, and its resulting low borro���ing cost, the Project is
economically more feasible;
WHEREAS, Miller & Schroeder :dunicipals, Inc. (the
"Underwriter" ) has made a proposal in an agreement (the
"Underwriting Agreement" ) relating to the purcnase of the
revenue bonds to be issued to finance the Project;
ZVHEREAS, the Aut}iority, pursuant to �•iinnesota
Statutes, Section 474.01 , Subdivision 7b did publish a notice,
a copy of which with proof of publication is on file in the
office of the Authority, of a nublic izearing on the proposal of
the Company that tl�e Authority finance tlze Project hereinbefore
described by the issuance of its industrial revenue bon3s; and
�, V7'riEftr:AS, the Aut}lority did conduct a nublic hearing
� pursuant to said notice, at which hearing the recommendations
contained in the Authority' s staff_ memorandum to the
Co:YUnissioners were reviewed, and all persons who appeared at
the hearing were given an opportunity to express t?zeir views
with respect to •the pro�oosal.
• NOW, THEREFORE;, RE IT RESOLVED by the Commissioners
of the Port Authority of the City of Saint Paul, Minnesota as
follows: �
1. On the basis of information available to the
Authority it appears, and the Authority hereby finds, that said
Office Project constitutes pronerties, used or useful in
connection with one or more revenue producing enterprises •
engaged in any business within the meaning of Subdivision la of
Section 474.02 of the Act; that the Office Project furth�rs the
nurposes stated in Section 474.01 of the Act, that the
availability of the financing under the Act and willingness of
the Authority to furnish such financing will be a substantial
inducement to tY�e Company to undertake th e Project, and that
� the effect of the Office Project, if underta'xen, will be to
encourage the development of economically sound industry and
cor�unerce and assist in the prevention of t'ne emergence of
blighted and marginal land, and will help to prevent chronic
unemployr.ient, and will help the City to retain and improve its
tax base anc7 provide the range of services and empioyrient
opPortunities required by its population, and will hel� to
prevent the movement of talented and educated persons out of
the state and to areas within the state where their services
may not be as effectively used and will result in more
intensive development and use of land within the City and will
eventually result in an increase in the City' s tax base; and
that it is in the best interests of the �ort district and the
people of the City of Saint Paul and in furtherance of the
general plan of development to assist the Company in financing
the Project.
2. Subject to the mutual agreement of. t,ne
Authority, tl�e Company and the purc'naser of the revenue bonds
as to the details of the lease or other revenue agreement as
defined in the Act, and ot'ner documents necessary to evidence
and effect the financing of tne Office Project and the issuance
of the revenue bonds, the Office Project is hereby approved and
authorized and the issuance of revenue bonds of the Authority
in an arnount not to exceed approximately $2,000,000 (other than
suc'n additional revenue 'bonds as are needed to complete the
Office Project) is auth�rized to finance the costs of the
Office Project and tY►e recom►nendations of the Authority' s
staff, as set forth in the staff inemorandum to the
Commissioners w'nich was presented to the Commissioners, are
incorporated herein by reference and aoproved.
'� ' • 3. In accordance with Subdivision 7a of Section
474.01, t�innesota Statutes, the Executive Vice-President of the .
AUTHORITY is hereby authorized and directed to submit the
pro�osal for the above described Office Project to the
Commissioner of Securities, requesting his approval, and other
officers, employees and � agents of the AUTHORITY are hereby
authorized to provide the Commissioner with such preliminary
' information as he may require.
4. There has heretofore been filed with the
Authority a form of Preliminary Agreement between the Authority
and Company, relating to the proposed construction and
financing of the Office Project and a for�n of the Underwriting
Agreement. The form of said Agreements have been examined by :
tYie Commissioners. It is the purpose of said Agreements to
evidence tl�e commitment of the parties and their intentions
with respect to the prop�sed Office Project in order t'nat the
Company may proceed without delay wit'n the commencement of the
acquisition, installation and construction of the Office
Project with the assurance tnat there has been sufficient
. "official action" under Section 103 (b) of_ the Internal Revenue
Code of 1954, as amended, to allow for t11e issuance of
industrial revenue bonds (including, if deer:�ed appropriate, any
interim note or notes to provide temporary financing thereof)
to finance the entire cost oF tre Office Project upon agreement
being reached as to the ultimate details of tYie Office Project
and its financing. Said Agreements are hereby approved, and
the President and Secretary of the Authority are hereby
authorized and directed to execute said Agreements.
� 5. Upon execution of the Preliminary Agreement 5y
the Company, the staff of the Authority are authorized and
directed to continue negotiations with the Campany so as to
resolve the remaining issues necessary to the nreparation of
the lease and other docurnents necessary to t'ne adoption by the
Authority of its final bond resolution and the issuance and
delivery of the revenue bonds; provided that the President (or
Vice-President if the President is absent) and t:�e Secretary
(or Assistant Secretary if the Secretary is absent) of the
Authority, or if either of such officers (and his alternative)
are absent, the Treasurer of tne Authority in lieu of such
absent officers, are hereby authorized in accordance with t'ne
provisions of A4innesota Statutes, Section 475.06, Subdivision
l, to accept a final offer of the Underwriters nade by the
Underwriters to purchase said bonds and to execute an
underwriting agreement setting forth such off�r on behalf of
the Authority. Such accentance shall bind the Jnderwriters to
said offer but shall be subject to approval ana ratification by .
the Port Authority in a formal supplemental bond resolution to
be adopted prior to the delivery of said revenue bonds.
' ' � � � 6. The revenue bonds (including any interirn note or
� notes) and interest thereon shall not constitute an
in3ebtedness of the Aut7zority or tne City of Saint Paul within
the meaning of any constitutional or statutory limitation and
shall not constitute or .give rise to a pecuniary liability of
the Authority or the City or a c'narge against t'neir general
, credit or taxing powers and neither t'ne full faith and credit
nor the taxing powers of the Authority or the City is pledged
for the paynent of the bonds (and interim note or notes) or _
interest thereon.
7. In order to facilitate completion of the revenue
bond financing herein contemnlated, the City Council is hereby
requested to consent, pursuant to Laws of i�innesota, 1976, ,-
Chapter 234, to the issuance of the revenue bonds (including
any interim note or notes) herein contemplated and any
additional bonds which the Authority may prior to issuance or
from time to time thereafter deem necessary to complete the
Office Project or to refund such revenue bonds; and for such
purpose t'ne F.xecutive Vice President of the Authority is hereby
� authorized and directed to forward to the City Council copies
of this resolution and said Preliminary Agreement and any
additional available information the City Council nay request.
8. The actions of the Executive Vice-President of
the Authority in causing public notice of the public hearing
and in describing the general nature of t'ne Office Project and
estimating the principal amount of bonds to be issued to
finance the Office Project and in preparing a draft of the
proposed application to the Cc�unissioner of Securities, State
of �innesota, for approval of the Office Project, whic'n has
been availaUle for inspection by the public at the office of
the Au�hority from and after the nublication of notice of the
hearing, are in all respects ratified and confirmed.
Adopte3 December 22, 19�1 � %
__- - � /.
� /� /
�� i.� �-��
Attest \ � �
Pres�i-�1en
The Port� Aut��ority of the City
,
of Saint Paul
9
L��, Secretary
:�� � � '�� - G7`C�.�.v
`�r ` F,� #gi-�a
� �
OM Ol : 12/1975
Rev. : 9/8/75 � l���
�
EXPLANATIO.N OF ADMINISTRATIYE ORDERS,
� RESOLUTIONS, AND 4RDiNANCES
. RECEIVED
� �ECEtVED oEC 2 8 �sa�
Date: December 22, 1981 U�C 2 91981 f ..
C TY ATTORNEY
� T0: MAYO G ORGE LATIMER
MAYORS OFFICE
FR: �. A. �, St. Paul Port Authority '
�E: M ASS IATES
$2,000 000 REVENUE BOND ISSUE
ACTION REQUESTED:
In accordance with the Laws of Minnesota, Ch�pter 234, it is req�ested that the
City Council, by Resolution, a draft copy of which is attached h�reto, approve
the issuance of approximately $2,.000,000 in revenue bonds to finance the construc-
� tion of one floor of condominium office space in `the St. Paul Hotel Parkin� Ramp `
pro�ect (�Amhoist Towers� for M Associates, a Minnesota partnership eomprised of
Car1 Kuhrmeyer, Ernie Moffett, Howard Punch, Lor3n Morin and Gerald Mueller, all
executives with 3M Company; and Dan Dolan, realtor.
PURP4SE AND RATIONALE FOR THIS ACtION:
The purpose of the bond issue is to construct ane floor of condominium office
space in the St . Paul HoteY Ramp project by M Associates . The gartners will
personally guarantee the issue and be ,jointly and severably liable for the
amortization payments. Because of the many elements 1n this pro�ect, all oP
the proposed bond issues will provide for a calamity call . Unles� Amhoist ,
Yorktown, T & H Enterprises, Rice Park Associates and M Associat�s are all
successfully sold and all the necessary docum�nts executed and c�osed the buil.ding`
would not praceed.
�:�-�
AtTACHMENTS:
Staff Memorandum
T�ra#'t City Council Resolution
Port Authority R�solution No. 1961
c_c � R ��rpe, Manpower Services
P � RT � i ;� ,
� �`a o"��'��
AI� THORiTY
OF THE CITY OF ST. PAUL
Memorandum
TO: Board of Commissioners DATE: Dec. 18, 1981
Special Meeting Dec. 22, 1981
�..�
r 1
��i-'� �
FROM: E. `A._��r��
.. �`;�--�'�
SUBJCCT: M ASSOCIATES
PRELIMINARY AGREEMENT - $2,000,000 REVENUE BOND ISSUE
ST. PAUL HOTEL RAMP TOWER PROJECT
RESOLUTION N0. 1961
1 . THE PROJECT
M Associates, a Minnesota partnership, comprised of Carl Kuhrmeyer,
Ernie Moffett, Howard Punch, Lorin Morin and Gerald Mueller, all executives
with 3M Company; and Dan Dolan, realtor, have agreed to acquire one
floor in the Amhoist Tower build�ing. The partners will personally
guarantee the issue and be jointly and severably liable for the amortiza-
tion payments. The partnership has a combined net worth of in excess of
$5,000,000.
It should be understood that there is a likelihood that this partnership
may request an assignment to another buyer in the future since the effort
here is to structure a building of sufficient height to meet the conditions
on elevation as set by American Hoist & Derrick. The elevation concern of
Amhoist is to provide the executive offices with an unimpeded view which
requires that they be higher than the Northwestern Bell Telephone Company
building. It should also be noted that there will be five to six floors
of deluxe residential condominiums above the Zlst or 22nd floor.
The individuals are men of substantial means, all having a vital interest
in their businesses in the St. Paul-Minneapolis area.
2. TERMS OF THE LEASE �
The terms of the lease provide for fiscal and administrative fees, earnings
on the sinking fund, and earnings on the debt service reserve fund to
inure to the benefit of the Port Authority. Reserve fund interest will
commence after five years. Fiscal and administrative fees are based on a
rate of .42% per million per month for the first 10 years, .54% per million
per mnth for the second 10 years, and .66% per million per month for the
final 10 years and will amount to:
MONTHLY ANNUALLY
First 10 Years $ 840 $10,080
Second 10 Years 1 ,080 12,960
Final 10 Years 1 ,320 15,840
L
� ,
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f�
Board of Commissioners
Dec. 18, 1981
Page -2-
The agreements �vill contain an option to purchase the facility upon
amortization of the bonds for $1 .00.
3. UNDERWRITING
Miller & Schroeder Municipals have agreed to underwrite the issue
a� titcy normally due in an 876 Port Authority supported financing
program.
Because of the many elements in this bui1ding, al1 of th� proposed
bond issues will provide for a calamity call . Unless Amhoist, Yorktown,
T & H Enterprises, BRW (Rice Park Associates) and M Associates are all
successfully sold and all the necessary documents executed and closed
the building would not proceed.
4. RECOMMENDATION
This building with the addition of these floors ��vill now contain not
less than seven floors of parking ramp and 14 floors of office space.
It is likely, however, that with the condominiums on top and other
developments still being negotiated, that the minimum elevation will
be at least 27 floors or more.
Staff recommends approval of Resolution No. 1961 .
EAK:jmo