277915 WHITE - CITY CLERK
PINK - RINANCE � COUt1C1I ���t�,��,�
CANARY - DEPARTMENT G I TY O F SA I NT PA U L
BLUE - MAYOR File N O.
cil Resolution
Presented By `
Referred To Committee: Date
Out of Committee By Date
WHEREAS:
l. On December 22, 1981, the Port Authority of the City of Saint Paul adopted
Resolution No . �957 � giving preliminary approval to the issuance of approximately
$2, 000,000 in revenue bonds to finance the construction of one floor of condo-
minium office space containing approximately 12,000 square feet in the St . Paul
Hotel Parking Ramp project (Amhoist Towers) by T & H Enterprises, a partnership
comprised of Howard Boever and Thomas Ruvelson, who are the owners of Ram Con-
struction and Sign Consultants, Inc.
2 . Laws of Minnesota 1976, Chapter 234, provides that any issue of revenue
bonds authorized by the Port Authority of the City of Saint Paul, shall be issued
only with the consent of the City Council of the City of Saint Paul, by resolution
adopted in accordance with law;
3 . The Port Authority of the City of Saint Paul has requested that the City
Council give its requisite consent pursuant to said law to facilitate the issuance
of said revenue bonds by the Port Authority of the City of Saint Paul, subject to
final approval of the details of said issue by the Port Authority of the City of
Saint Paul.
RESOLVED, by the City Council of the City of Saint Paul, that in accordance
with Laws of Minnesota 1976, Chapter 234, the City Council hereby consents to the
issuance of the aforesaid revenue bonds for the purposes described in the afore-
said Port Authority Resolution No. 1957, the exact details of which, including,
but not limited to, provisions relating to maturities, interest rates , discount,
redemption, and for the issuance of additional bonds are to be determined by the
Port Authority, pursuant to resolution adopted by the Port Authority, and the
City Council hereby authorizes the issuance of any additional bonds (including
refunding bonds) by the Port Authority, found by the Port Authority to be neces-
sary for carrying out the purposes for which the aforesaid bonds are issued.
COUNCILMEN Requestgd by Department of:
Yeas Nays
Hunt
�evine In Favor
Maddox
McMahon
snowa�ter �- Against BY
Tedesco
Y�sen
JAN 7 19$� Form App ed by City Attorney
Adopted by Council: Date — e"�
Certified � -s by Co ncil reta BY�
gy. �--� ,
Approved � ayo : Date
JAN g 1982 Appr ve by Mayor for S b �i sion o Council
1�� r ,
V�By B
PUBLISHED JAN 16 19$Z
. . Resolution No. /y� 7
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� . �
RESOLUTION OF
THE PORT AUTHORITY OF THE CITY OF Sr'�I[�TT PAUL
WHEREAS, the purpose of Chapter 474, i�iinnesota
Statutes, known as the Minnesota i�4unici�al Industrial Develop-
ment Act (hereinafter called "Act" ) as found and determined by _
the legislature is to promote the welfare of the state by the '
active attraction and encouragement and development of economi-
cally soun3 industry and commerce to prevent so far as possible
the emergence of blighted and marginal lands and areas of
chronic unemploynent and to aid in the development of existing
areas of blight, marginal land and persistent unemployment; and
S�TriEREAS, factors necessitating the active promotion
and development of economically sound industry and commerce are
the increasing concentration of population in the inetropolitan
areas and the rapidly rising increase in the amount and cost of
governmental services required to meet the needs of the
increased population and tre need for development of land use
which will provide an adequate tax base to finance t'nese
increased costs and access to emnlo ��ent opportunities for such
population; and
WHEREAS, through tlze coonerative efforts of the Port
Authority, the City of Saint Paul (the "City" ) and the federal
gover:�ment (specifically including funds made available to the
City under an Urban Development Action Grant) the existing
Saint Paul Hotel has been acquired and is being renovated by
the Saint Paul Hotel Liinited Partnership (the "Hotel Project" )
and a parking ramp is being constructed on land adjacent to the
Hotel by the Saint Paul Parking Ramp Limited Partnership (the
"Ramp Project' ) ; and
SVHEREAS, at t:ne time of ti�e negotiation for financing
of the Hotel Project and Ramp Project tre development of an
office tower in the air rights above the . Ramp Project was
con�emplated; and
Z�7HEREAS, by Resolut�.on 1906, adopted on October 6,
1981, the Port Authority gave preliminary approval to tY�e
issuance of approximately $20, O�J0, 000 in its industrial
development revenue bonds to finance the developr.ient of a
condominium office tower in t'ne air rights above the Rarnp
Project; and
f:
� .�
WHEREAS, The Port Authority of the City of S�n����It31
(the "Authority" ) has received from T & H Enterprises, a
Minnesota general partnership comprised of Howard Boever and
Thomas Ruvelson (hereinafter referred to as "Company") a
. request that the Authority issue its revenue bonds to finance
' the acquisition, installation and construction of an office
facility (hereinafter called the Office Project ) above the
�� ��
Ramp Project in the City of St. Paul, all as is more fully .
described in the staff report on file; and
WHEREAS, the Authority desires to facilitate the
selective development of the community, to retain and improve
its tax base and to help it provide the range of services and �
employment opportunities required by its po�ulation, and said
Office Project will assist the City in acnieving 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
WHER�AS, the Office Project to be financed by revenue
bonds will result in substantial employment opportunities in
the Office Project;
WHEREAS, the Authority has been advised by repre-
sentatives of the Company that conventional, commercial
financing to pay the capital cost of the Office Project is
available only on a limited basis and at such high costs of
borrowing that the economic feasibility of operating tYie Office �
Project would be significantly reduced, but the �ompany has
also advised this Authority. that with the aid of revenue bond
financing, and its resulting low borrowing cost, the Project is
economically more feasible;
WHEREAS, Miller & Schroeder i•Iunicipals, Inc. (the
"Underwriter" ) has made a proposal in an agre�ment (the
"UndeYwriting Agreement") relating to t'ne purchase of t'ne
revenue bonds to be issued to finance the Project;
WHEREAS, the Authority, nursuant to Minnesota
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 public 'nearing on the proposal of
the Company that the Authori±y finance the Project hereinbefore
described by the issuance of its industrial revenue bon3s; and
t�7HEREAS, tl�e Authority did conduct a public hearing
pursuant to said notice, at which hearing the recommendations
contained in the Authority' s staff inemorand�m to the
Cor�missioners were reviewed, and all persons who appeared at
the hearing were given an o�portunity to exg�ess t�eir views
with respect to the proposal.
NOW, THEREFORE, BE IT RESOLVEU by the Commissioners
of the Port Authority of the City of Saint Paul, t�innesota as _
follows:
l. On the basis of infornation �vailable to the
Authority it appears, and the Authority hereb� finds, that said
Office Project constitutes pronerties, used o�. useful in
connection with one or more revenue producin.g enterprises
engaged in any business cvithin the meaning a� Sub�ivision la of
Section 474.02 of the Act; that the Office Fraject furthers the
purposes stated in Section 474.01 of the Act, that the
availability of the financing under the Act a.rid willingness af
•, the Authority to furnish such financing wil� �e a suUstantial
inducement to the Company to undertake the �roject, and that
the effect of the nffice Project, if underta3cen, will be to
encourage the development of economically scx3nd industry and
commerce and assist in the prevention of the emergence of
blighted and marginal land, and will help t� prevent chronic �
unemployment, and will help the City to retain and improve its
tax base .and provide the range of services and employment
opportunities required Uy its population, a�� will help to
prevent the movement of talented and e�ucated 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 withi� the City and will
eventually result in an increase in the Cit�'s tax base; and
that it is in the best interests of the por� district and the
peonle of the City of Saint Paul and in furt'herance of the
general plan of development to assist the Cc�pany in financing
the Project.
2. Subject to the mutual agreeiae,nt of the
Authority, the Company and the purchaser of the revenue bonds
as to the details of the lease or other reveaiue agree:nent as
defined in the Act, and other documents necessary to evidence
and effect the financing of the Office Proje�t and the issuanee
of the revenue bonds, the Office Project is �ereby approved and
authorized and the issuance of revenue bonds of the Authority
in an amount not to exceed apnroximately $2E�00,00� (other than
such additional revenue b�nds as are needed to complete the
Office Project) is authorized to finance the costs of the
Office Project and the recommendations of the Authority' s
staff, as set forth in the staff r�emorandum to the
Commissioners which was presented to the Co�aissioners, are
incorporated herein .by reference and approved.
" ' 3. In accordance with Subdivision 7a of Section
474.01, t4innesota Statutes, the Executive Vice-President of the
AUTI�ORITY is hereby authorized and directed to submit the
pro�oosal 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 Prelirninary Agreement between the Authority
and Company, relating to the proposed construction and
financing of the Office Project and a form of the Underwriting
Agreement. The form of said Agreements have been examined by -
the Commissioners. It is the purpose of said Agreements to
evidence the commitment of the parties and their intentions
with respect to the proposed Office Project in order that the
Company may proceed without delay with the commencement of the
acquisition, installation and construction of the Office
Project with the assurance that there has been sufficient
� � "official action" under Section 103 (b) of the Internal Revenue
Code of 1954, as amended, to allow for the issuance of
industrial revenue bonds (including, if deemed appropriate, any
interim note or notes to provide temporary financing thereof)
to finance the entire cost of the Office Project upon agreement
being reached as to the ultimate details of the 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 by
the Company, the staff of the Authority are authorized and
directed to continue negotiations with the Company so as to
resolve the remaining issues necessary to the prenaration o�
the lease and other documents necessary to the adoption by tlie
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 the Secretary
(or Assistant Secretary if t2ze >ecretary is absent) of the
Authority, or if either of such officers (and h is alternative)
are absent, the Treasurer of t'ne Authority in lieu of suc'n
absent officers, are hereby authorized in accor3ance with the
provisions of Minnesota Statutes, Section 475.06, Subdivision
1, to accept a final offer of the Underwriters mac�e by the
Underwriters to purchase said bonds and to execute an
underwriting agreement setting forth sucn offer on behalf of
the Authority. Such acceptance shall bind the Underwriters to
said offer but shall be subject to approval and ratification by
the Port Authority in a formal supplemental bond resolution to
be ad�pted prior to the delivery of said revenue bonds.
� � " ' 6. T�e revenue bonds ( including any interim note or
notes) and interest thereon shall not constitute an
indebtedness of t2ze Authority or t�ie City of Saint Paul caithin
tile 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 charge against their general
credit or taxing powers and neither the full faith and credit
nor the taxing powers of the Authority or the City is pledged
for the payment 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�tinnesota, 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 suc:� revenue bonds; and for such
purpose the Executive 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 may request.
8. The actions of the Executive Vice-President of
the Authority in causing public notice of the public 'nearing
and in describing the general nature of the 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 Commissioner of Securities, State
- of �iinnesota, for approval of the Office Project, which has
been available for inspection by tY►e public at the office of
the Authority from and after the publication of notice of the
hearing, are in all respects ratified and confirmed.
Adovted December 22, 1981 �f /
,/ '' /
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Attest + � �L�� ��
Presi en
The Por� Authority of the City
of Saint Paul
� , � �
L�.��`• Secretary •�
_� � 1� ,A1 �f-/�. # t __ _
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s� . �. � �� 1�
• OM Ols 92/1975
Rev. : 9/8/76
EXPLANATION OF ADMINISTRATIVE ORDERS,
RESOLUTIONS, AND ORDINANCES
. REC�11lED
� RECE�VED
Date: December 22, ig$i � DEC 2 91981 DEC 2. 81��51
nn�►voRS oFFicE CtTY ATTORIVEY
T0: MAYOR GE RGE LATIMER
FR: E. A. St. Paul Part Authority
RE: T & H E TERPRISES/RAM CONSTRUCTION, ./SIGN CONSULTANTS TA�C.
$2,0'00,000 REVENUE BOND ISSUE
_ r�g1�
ACTION R I_ �`
bR d c
In � � aet�'� r 2�4, it is requ�sted that the
City ,�rvt. Js� ��g2 is attached hereto, approve
the 1� e bonds to finance the construc-
tion e St . Paul Hotel. Farking Ramp
pro�e Cch is a partne�ship comprised
of. How� wners of Ram Cccxnstruction and
. Sign. Co, ', at�a�hed . .
. � A� �� �'like lease plaGe e
,�,a `1°�. �p 1on5 on tb
\, Go esolut �;�1
�t�o.r-1�,y � � , �'�tY G�� \\
PURPOSE ANa Y��t � S�va�' �
The purpose �.�Sday� 5 of candomi�ium of�ice
space in the� �' �,arik � eises . TY�e partners
will persona� e�.d�• berably I;iable t'or �he
amortization `� a�' tis pra��et, all of
� the proposed ' Unles� Amhoist,
Yorktown, T & ociatea are all
successfully s nd elased the building
would not proce �
\\
ATTACHMENTS: � -.
Staff Agemorandum = ' �
Draft City Council �,, �
Port Authority Resol�-10� 1957 �•i.
cc : R. �'horpe, Manpower Services
� � P � T
AUTHORITY
OF THE CITY OF ST. PAUL
Memorandum
TO: Board of Comnissioners DATE: Dec. 18, 1981
Special Meeting Dec. 22, 1981
;
�
\�� F
FROM: E. -•-Kra u
� �_-'�
r `
SUBJECT: T & H ENTERPRISES/RAM CONSTRUCTION, INC./SIGN CONSULTANTS, INC.
PRELIMINARY AND UNDERWRITING AGREEMENT - $2,000,000 876 REVENUE BOND ISSUE
ST. PAUL HOTEL RAMP TOWER PROJECT
RESOLUTION N0. 1957
PUBLIC SALE HEARING- SALE OF LAND - AIR RIGHTS
RESOLUTION N0. 1958
1 . THE PROJECT
T & H Enterprises, which is a partnership comprised of Howard Boever and
Thomas Ruvelson, who are the owners of Ram Construction and Sign Con-
sultants, Inc. , have committed to take one condominium floor in the Amhoist
building. The combined net worth of the partners is in excess of $750,000.
Each floor will contain approximately 12,000 square feet. Ram Construction
and Sign Consultants, Inc. will occupy 6,000 square feet and approximatley
30 employees will be employed in the facility.
The preliminary agreement proposed provides for the issuance of up to
$2,000,000 in revenue bonds to be amortized over a period of years with
the debt to be personally guaranteed by the partners and subleases
executed in the name of the two entities for the same period. This is
another floor that is required to attain the elevation needed to satisfy
the requirements of American Hoist & Derrick, who will move their inter-
national headquarters to the top five cor�nercial floors in this building.
2. TERMS OF THE LEASE
The terms cf the lease are for 30 years with fiscal and administrative
fees payable monthly in advance at a rate of .42% per million per month
for the first 10 years, .54% per million per month for the second 10 years,
and .66% per million per month for the final 10 years. Sinking fund
earnings will inure to the benefit of the Port Authority and earnings
on the debt service reserve will inure to the benefit of the Port Authority
after the first five years.
Yorktown Investment Company (Gene Rancone) will act as the leasing agent
for the balance of the floor being financed by T & H Enterprises.
The agreements will contain an option to purchase the facility upon
amortization of the bonds for $1 .00.
The partners will personally guarantee the issue and be jointly and severably
liable for the amortization payments.
_ ��.
1
; �
Board of Commi ssioners �� �4+��.�
Dec. 18, 1981
Page -2-
3. UNDERWRITING
Miller & Schroeder Municipals have agreed to underwrite the issue
as they normally due in an 876 Port Authority supported financing
program.
Because of the many elements in this building, a11 of the 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 wi71 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
developme��ts still being negotiated, that the minimum elevation will
be at least 27 floors or more.
Staff recommends approval of Resolution No. 1957 which approves the
Preliminary and Underwriting Agreements and Resolution No. 1958 which
approves the sale of the air rights.
EAK:jmo