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272972 WHITE - CiTY CLERK qINK ,��FINANCE G I TY OF SA I NT PAU L Council ('� � CANARY - DEPARTMENT File NO.�/�� / / � BIUE - MAYOR ��At�� Council Resolution Presented By Referred To Committee: Date Out of Committee By Date �ULLTI.'I�T C�IVING PRELT��� APP�VAL 'I�D A PRQ7�3CI' ADID AUTI�KCZING TI� ISSL�fNC'E OF HOL1SIr1G L)EVELOPN�IT REVF� BOND6 TE��pR LA�iL�Et LAWS 1975, Q�iAPTE'Et 260, OR BO'I'fi; AU'1�IORIZING EXE]CUI'IUN OF A PREL,IlK— �` IlvARy A�; AND AUIiiORIZING '1�3E P�PARATION OF 1�IDC�'SSARY DOCtA�'N].'S Tn��EREAS, the Minnesota Legislature has � L�.ws 1975,� C�apter �6Q (the Act) . �der which the City is authorized to isgta� revenue boazds or axiligatio�.s £or the Purpose of financing nualti-family housing progra�ns and the City has ad�pted Ordinanc�e No. 15975, as atrended by Ordinanoe No. 16504, p�n¢�ulgating regulations for th�e City's Housing and Rehabilitation Finanoe PrograQn (the Regulati.c�as) ; and WE�REAS, in enacting the Act, the Legislature found that p�wision, maintenance and pre.servati� of an adequate housing st�oek is rbeoessaxy tA preservatio�n of the qual.ity of life in a major metropolitan city and is therefore a public pux�ose; and � �' AS, the pravisi.on, maintenanoe and preservation of adequate housing in the City enoourages the devel,ognent and reci�ev+elogr�nt of land in the City th�rebY i�creasing the tax base of the City and ove�xlappa.rig taxing districts; and w�S, Galleria 'Ibw�ers, a M�u�sata �rsiiip in which the gene�a7- Partn� are �d G�.asnad �,ssociat�, Inc, �d � �rn�estrrents, Inc. (the Dev�loper),. .k�,ve ;�;cated an interest and c7esire to acquire air rights c�v+er Block 7A in the City and c+oristruct and equip thex�eon a multi-stoYy builc�.ng coaitaining apprqxi.mately 185 resici�ential living Luzits under oondoani.niimcr uar�ershi.p (the Project) as wiell as aam�erei.�al and office spa.oe, and the Developer has prop�sed tl�at it assur�e the rights and responsibilities and abligatians of Fbwltain Dev�elc�pn�ent, a Minnesota p�-�rtnership �der a Land Sale and Rec�ev�elo�rexit Contract between Fbuntain Dev�elopirent and the I�ousing and RedevelogY�nt Auth�rity of the City of Saint Paul, Minnesota (the � with respect tA the develo�nt of air ric�ts dver Block 7A, Seventh Plaoe Redev+eiop- ment Project, �ity D�v�e].opmexit Program District 17; and COUNCILMEN Requested by Department of: Yeas Nays Butler �a_r+�„�rit of Planni.rtcLand E�o�anic Dev+elogrnnt Hozza [n Favor Hunt ,C���.�G:../ Levine __ Against BY _ Maddox Showalter Tedesco Form Approved b ity Attorn y Adopted by Council: Date Certified Passed by Council Secretary BY By Approved by INavor: Date _�_ Approv d by M or r Submis o to Council BY - — BY p NIKE � FINANCE RK �� G I T Y O F s A I N T �A IT L Council �'�j���� CANARY - DEPARTMENT � BLUE - MAYOR File NO• Council Resolution Presented By Referred To Committee: Date Out of Committee By Date 2. WF�S, the Developer has pr�posed that the City issue and sell or, pursuant t+o the Regulations, aut�wrize the HIzA to issue and sell, housing develo�nent revenue borids (whidz may be in the forr�n of notes, and whether r�ates or bonds herein referred to as the Bcmds) pursuant to the Act, or other applicable l�v, far� the purpose of financing the Project, including oertain incidental expenses th�ereto, in the approxima�be principal atm�t of $10,000,000 and th�e proposal calls for the City to loan the proa�eeds realized �an the sale of the Bonds to the DeveloPer� Pursuant t,o a Revenue Agreement wherein the Dev�eloper wi.11 be obligated to ac�quire, ooa�struct and equip the Project, to apply the pznceeds of the Bonds solely t� the payment of costs thereof and to make payments �der the Rev+enue AgreP�ment at times and in aaroiuits sufficient to provic�e for the prompt pa,ymer�t of principal of and interest on the Bands and all oosts and expe�zses of the City inci3ental to the issuance and sale of the Bonds; the�roposal furtr�er pmvides that the Project will be imrtgaged and a security interest therein granted and the City's right and interest in the Revenue Agr+een�nt assic,�ed for the beriefit and security of the hold�ers fran time to t�me of the Boa�ds; and - �EA.S. the City has been aclvised by regresentatives of the Dev�elaper that a�nventi.oa�al. �.a.l financing tA pay the capital �st of the Froject has ncrt been o�btair�ed, is avai.lable only o� a limited basis and is mt available upc� teun.s and oa�ditio�s which are affordable b�r the Develaper so that the eoor�mic feasibility of a�oquixin9', aonstn�ctin9. �I�PP�J and operating the Project would be significantly in�a,ired; l�vpx, the Develc�er has also a;dvised tY�e City that the use of naanicipal financing and the l,ower borrawing oost resulting therefram will materially increasse the eoo�nic feasibility of the Project and will oonstitute a substantial in�duoanent t-A the Deve].oper to Lmdertake the Project; and ��5, th�e City has been advised by representatives of the Developer that oonventiona]., owmtiercial financing is ].ilc�ely r�t to be avai.lable �o som� of the pot�enti.al purdzase,rs of the oondoaniniun �.its on terntis and ao�ditions affardable by them so that the eaonanic feasibility of purahasing such Lmits w�uld be significantly inpaired but that the use of mtmicipal financing and the lower borraaing �st resultiuzg therefrom wauld make �i.ts available to purchasers otherwise �ble to ► COUNCILMEN Requested by Department of: Yeas Nays Butler [n Favor Hozza Hunt Levine __ Against BY -- Maddox Showalter Tedesco Form Approved by City Attorney Adopted by Council: Date Certified Passed by Council Secretary BY g�, �lpproved by Mavor: Date _ Approved by Mayor for Submission to Council BY - – — BY �"�M17E - CITV CLERK y'�/� wn .PINK .- FINANCE � ` ��' /G CANARV - DEPARTMENT G I TY OF SA I NT PAU L COURCII � � a BLUE - MAVOR File NO. Council Resolution Presented By Referred To Committee: Date Out of Committee By Date 3. afford them an texms and oonditiaris affordable by the�n; and �AS, the Project is located within the Dev+elc�ment District and is ooaisistent with and will foxward the public purpQSes of the City in creating the Redevelogrient Project and Camunity Devnlogr�azt District; and �EAS, the full faith and credit of the City will nat be plec�ged. or responsible for the Project or the payir�nt of the principal of and interest on tt�e Honds; �d Tn�RE7�.S, the City has been requ�ested t�o aufi.twrize its staff to n�tiate a prelimir�v.y agre�nent with respect to the financing of the Project with the Dev�eloper. a proposed form of whic� is attached heretb as E�ibit A; and WE�I�EA.S, Nortl�aestern Natioazal Barilc of Minn�eapolis, being fami.liar with the Project and the marketability of housing clevelopm�nt revenue bands, has advised this Coiuicil that in its apinion the Bands in the approximate principal airount of $10,000,000 may be sold ca� ternis and wriditioa�s satisfactory to the City a�d the Dev�el,oper. NOin1 T�RE, BE I'I' RESOLVED by the Co�cil of the City of Saint Paul: 1. Ti�e CitY herebY gives sprelimi.naxY apProval to tl�be undertaking of the Project pursuant � the Act, or other applicable ].�a, and pursuant to a reven� agreement bet�aeeri the City and the Dev+�laper upan siu� te� �d �nditians with p�ovisio�ns for revisio� fran time to time as neoessary, so as tA produoe incane ar�d revenues sufficient to pay, when ci�e, the principal of and int�erest on the Bonds in the t,otal principal airo�ult of not to exoeed $10,000,000 t�o be issued pursuant to the Act, or other applicable law, to finance said Project. Zhe City herehy �dertakes preliminarily to issue or, pursuant to the Regulatians, to authorize the HRA to issue the Bands subject � t� the agreenent of the City, or the HI2A, and the Dev�eloper as t� the cletailed tenns aryd oonditions oai which the Project will be finanoed and the Bonds issued. COUNCILMEN Requested by Department of: Yeas Nays Butler [n Favor Hozza Hunt Levine _ __ Against BY Maddox Showalter Tedesco Form Approved by City Attorney Adopted by Council: Date Certified Passed by Council Secretary BY gy, t�lpproved by 1+lavor: Date _ Approved by Mayor for Submission to Council BY - — BY �NH17E - C�7V CLERK pINK �- FINANCE / ^ CANARV - DEPARTMENT GITY OF SAINT PAUL COUIICIl ��-/��}n BLUE - MAVOR� /M Q(� File N 0. Council Resolution Presented By Referred To Committee: Date Out of Committee By Date 4. 2. Ariy and all oasts incurred by the City or the HIZA in ooa�nection with the finarycing of the Project, whether or not the Project is carried to vo�r�pletion and whether or rbt a final resolutian of the City or the HIzA authorizing the issuanoe ar�d deLivery of Bands is a�cbpted, will be p�aid by the Developex, all as m�re partic- ularly provided by a preliminary agreenent, the fornn of which is hereby approvnd and which �e Mayor and DirecGor of Finar�ce and Mar�ag�enent Service.s Department are hereby authorized to e�aecute on behalf of the City. 3. Tl�e firsn of Dorsey, Winc�orst, Hannaforel, Whitn�ey & Halladay is hereby appoint�ed Bond Counsel and is authori�l to oo�rnnce working with the City and HI�A staff and attorneys and the Developer in the preparatian of such dr�c�nts as may be appropriate to the Project. 4. 7�e Bonds shall not oonstitute a diarc�e, lien or encunbranae, legal or equitable, � any property or funds of the City or the HIZA e�cept the revenwe amd P� Pledged tro the payi�nt thereof, ryor shall th�e City ar the HRA be subject t�o any liability thereon. 'I�e holcler of the Bor�nds shall n�vps hav�e the right to oon�pel any e�ercise of the taxing pawer of the City or tl�e I�iA to pay the outstanding principal an the Bonds or the interest thereo�i or t�o enforoe paym�alt thereof against anY PmP�Y of t1�e City or th,e HRA. The Bonds shall recitie #.n substance that the principal of and interest on the Bonds are payable solely frcm the revenus and pmoeeds plec3c�ed tA the pa.yment thereof. �e Bo�x7.s shall n�ot v�nstitute a debt of t�e City or the HI�A within the meaning of any oanstitutio�al or statutory limitatiron. 5. In order that ooanpletion of the Project will npt be unduly delayed when fi nal ly approved, the Dev�elc�er is her�y authorized tA make such expenditures ar�d advanoes tc�ward �ayment of that portion of the oosts of the Projeet t�o be financ�l fro�n the proceeds of the Bands as the Develo�per vonsiders necessary, including the use of interim, sh�ort t�rm financing, s�ject to reimbursesr�nt fr�m the proceeds of �e Bo�ds if and when issu�ed but othezwise wii�ut liability an the part of the City or the HIZA. COUNCILMEN Requested by Department of: Yeas Nays Butler In Favor Hozza Hunt Levine __ Against BY — Maddox Showalter Tedesco Form Approved by City Attorney Adopted by Council: Date Certified Passed by Council Secretary BY B5� 6lpproved by Mavor: Date Approved by Mayor for Submission to Council BY - – — BY WMITE - C�TV CLERK � ��O�yy('� �INM � F FINANCE I � I I CAN�ARV - DEPARTMENT G I TY OF SA I NT PAU L COUI1C11 . �� � �1 �� BLUE - MAVOR File N 0. Council Resolution Presented By Referred To Committee: Date Out of Committee By Date 5, 6. 'Ilie Developer shall take all necessary act�.ons to abtain approval of the HRA to the pr�posed assigr�ment of redevela�ent oontract rights of Fotmtain Dev�elogrient ar�d assum�ti.an by the Develc�er of the red�v�elopcY�nt oontract obliga.tions of Fb�tain Develapn�ent to aoqt�ire and redev�elap air rights w�er Block 7A, all in acoordanve with. the provisions and requirerr:nts of said Contract. COUIVC[LMEN Requested by Department of: Yeas Nays -�Bttt�eF• pe�rl-rrwnt of 1 ni ng nd F.�sn�rmi n_ fla��lnrYrMn�n Hozza [n Favor — — --- _ Hunt Levine � __ Against BY Maddox Showalter Tede Adopted ouncil: Date MAY 1 7 1979 Form Approved by City Attorne Cert ed Passe y Coury�l Secretar� BY � V B � t�p o by A4avor: e �- _�,�..(` i Q 1979 Approved by Mayor for Submission to Council �— BY - — BY MlB�tSHEO MAY 2 6 ►97�J . . � � . 2����� PRELIMINARY AGREEMENT THIS AGREEMENT, made and entered on � lg�g � by and between the CITY OF SAINT PAUL, a body corporate and politic organized and existing under its Charter and the Constitution and the laws of the State of Minnesota (the City) , and GALLERIA TOWERS, a Minnesota partnership, in which the general partners are Ted Glasrud Associates, Inc. and Sherman Investments, Inc. (the Developer) . WITNESSETH: WHE REAS, 1) The City and the Developer intend that a multi-story building containing approximately 185 residential living units under condominium ownership (the Project) as well as some commercial and office space, as described in that certain Resolution, Council File No. adopted by the Council of the City of Saint Paul be acquired, constructed and equipped on air rights over Block 7A, Seventh Place Redevelopment Project, Community Development Program District 17, in the City; 2) The Developer shall be the developer of the Project; 3) Subject to the terms, covenants and conditions herein contained, the parties hereto intend to enter into a revenue agreement (the Revenue Agreement) relating to the Project and to finance the acquisition, construction and equipping of the Project through the issuance by the City or the Housing and Redevelopment Authority of the City of Saint Paul , 2�2innesota (the HR.A) , if so authorized pursuant to the regulatians promulgate�. by the City under Laws 1975 , Chapter 260 (the Act) , of nousing development revenue bonds (which may be in the form of notes and whether notes or bonds , herein referred to as the Bonds) pursuant . . f� 2. . ������ to the Act or other applicable law. NOW, THEREFORE, in consideration of the mutual covenants herein contained, it is hereby agreed by and between the City and Developer as follows : 1. The City and the Developer agree to negotiate the Revenue Agreement in such form and containing such terms as are satisfactory to the City, the Developer, the HRA, if necessary, and the prospective purchase of the Bonds, whose identity is presently unknown (the Purchaser) . The Revenue Agreement shall include, but not be limited to, the following provisions : a. �i'he Developer shall enter into an Assumption Agreement among Fountain Development, a Minnesota partnership, the Developer and the HRA whereby the Developer shall assume the rights and responsibilities of Fountain Development under the Land Sale and Redevelopment Contract (the Redevelopment Contract) with respect to Block 7A', Seventh Place Redevelopment Project, Community Development Program District 17, and the Redevelopment Contract shall have been assigned to the Developer. b. The Developer shall agree to make monthly payments or payments at such other intervals as the parties shall agree, sufficient to pay when due debt service on the Bonds . Repayment of amounts owed shall be secured as set forth in the Revenue Agreement and the documents and instruments delivered pursuant thereto. � � • . 3. �F����� c. The Developer shall have the option to prepay sums due under the Revenue Agreement in accordance with its terms at a price required to discharge the Bonds , including any fees and any other liabilities accrued under the Revenue Agreement. d. The Developer shall agree to cause the Project to be maintained in good working order and free of liens to the ' extent provided in the Revenue Agreement. e. The Developer shall agree to procure and maintain in its name and the name of the City, if required or necessary, liability and property insttrance with respect to the Project in amounts and against risks customary with respect to such properties. f. The Developer shall agree to pay all taxes , assessments and other liens or governmental charges 'that are or may encumbEr or become due with respect to the Project. g. The Developer shall comply with all applicable provisions of state and federal law and the provisions of all agree- n►ents and undertakings related to the financing. 2. Upon negotiation of the details of the Revenue Agreement and final determination of the terms of the Bonds , the City shall there- after issue or, pursuant to the Ordinance promulgated by the City under the Act, authorize the HRA to issue the Bonds in accordance with the terms and conditions set forth therein and in any purchase agreer,.ent with the Purchaser provided that: ' 4' � / ���� a. Details of the sale and issuance of the Bonds and the security therefor shall be subject to final approval by the Developer, the City, the HRA, if necessary, and the Purchaser. b. Issuance of the Bonds shall be subject to the issuance of an opinion as to validity and tax exemption from Dorsey, Windhorst, Whitney, Hannaford and Halladay, as ' Bond Counsel, and the furnishing of all documents, resolutions , agreements, financial information, certifi- cations and representations necessary ta the sale and delivery of the Bonds, including those which are customarily used and those which are customary and necessary to comply with all state and federal laws, �egulations , rulings and decisions. 3. Whether or not the Bonds are issued, and whether the Developer shall upon demand promptly pay or reimburse the City or the HRA for all out-of-pocket expenses incurred by the City or t'�e HRA in connection with the Project, including without limitation all Bond Counsel and other legal fees incurred prior to the date hereof and hereafter preliminary to or in the preparation or negotiation of this Preliminary Agreement, the Revenue Agreement, any purchase agreement and all other related documents. • ' r „ . 5• � � ,���� IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day and year first above written. In the Presence of: CITY OF SAINT PAUL By Its Mayor By Its Director, Department o Finance & Dianagement Services APPROVED AS TO FORM ASSISTANT CITY ATTORNEY GALLERIA TOWERS, a r2innesota partnership Ted Glasrud Associates, Inc. , a general partner By - T eo ore G asru , Presi ent Sherman Investments, Inc. , a general partner By S erman . Rutzic , resi ent NORTHWESTERN ,����,��; NATIONAL BANK . Of Minneapolis May 14, 1979 Mr. Gary Stout, Director Department of Economic Development City of St. Paul St. Paul, Minnesota Re: Proposed $10, 000, 000 Housing Development Revenue Bonds of the Cit of St. Paul, Minnesota (Galleria Towers Project}�. Mr. Stout : At the request of Ted Glasrud Associates, we have reviewed their Application for the issuance of Housing Development Revenue Bonds for construction and permanent financing of the proposed Galleria Towers Condominium. Project. It is our understanding that the project will consist of approximately 185 condominium hosuing units, comm.on area facilities , and appropriate offstreet parking; that it is to be constructed on Parcel 7A, located at Tenth and Wabasha. Streets; that it is to be constructed by Ted Glasrud Associates, Inc. ; and that the housing units will then be sold to individual purchasers. Based on our recent and successful experience with this company' s condominium construction in the downtown area of Minneapolis we believe that this project, as proposed, is economically feasible and tha.t the revenue bonds of the City can be sold, barring any actual or pending legislation which might impede such sale, on terms that will make the project economically sound and will be satisfactory to the devel.oper and the City. Sincerely, NORT STERN NATIONAL BANK OF MI APOL By ���.-- _� Gera E. Ho s, Vice Presi ent GEH/lmf �� 7th and Marquette Avenue • Minneapolis, Minnesota 55480 • (612) 372-8123 � / . :; - %'� sT�,. �� � , -.���.��� " ,� , � � OM O1: - -� „� .� ,�n,�� a t � .. � :Y� 12/197 5 �r""� Reu. 9/8/76 - . -' y � � °; � , , '..� - _ .���. 'e"' . �fi�. I ! I� . I. �y..n. x: . .;.e .. . ' .,.. . ... ,.• ...s_: . . . . . " �'' '--,,v . _i^'t���?� . . . . .. " 'EXPLANATION `�OF .ADMINI�STRAT.IUE��ORDERS; : �� .: :RESOI�UT,I�ONS,�r�AND��t?RDINr�NCES. ' . . ` „ - , s�7`�� � . . . ,.�`� 4.t 4'.. � ' �iFFL�� �.d �4++R k4^'�k4�����}�}��s ... �J' 'J �I"/1�.� / . , . {.�` .. 1 . 3 AZ W � fi�.k� � �.�-' .Jr 1`m'-�.,M�M.���4�������� ST'F,"2"-i" . . . . .. -�Ty.. � C)4";e� "0,'Yl:� ..+ . �#.Y+a+�+���[. . . . . .. . . r s� S n ��r�y, ts*5� �- . - � - �' .:. ,*' �'���' '�..P s..+ > - ,, ... ., w :. M„�. -,� . '?p.D'C" 3� . x7�f�.a��i�ik�M .. �ry�� c� Date: i�y 16� 1979 . : � x : ,�C:, t�G.'9�,G . . . �`�� �-��' � ����; ��. ` ._: - _ _ , .. � � .-. � .� . . - . . ��. .��. ,.�r -� x. .:. s.w.�- ..-�.: . �. .�,`� . �. . � , . . -. ;� ��.,q�':»�y.� ��� :.:�E§,t..�# . a,`ht a x: .. 1�' . . .. . . � - . . . •...,:.... - T ��..k�' KArI '� �3!kL�'f..^s�a3.h.4t 4'y � . � . . . . . . .. ' ' � l�• . MA`c 16 '?79 � TO: MAYOR GEORGE LATIMER��' �¢�.�x�.�s' � ;, '` �:- � � --- � �:�� k��> `� MAYOR$ �lC� , FR z GARY E. S'I�UT - � �:. � � . : �-..�., : ,,.- � - � �� • - �. � �.:. -;� ,�,r> ,�„'� _ RE S C�T T.F.RTA �S (���� } � � . � '. • s �. � " .,�.-� �t'„ a4�, _ . .. . . . .. �.- ,�c.'.Y��.i�:L.^ .�...,.��.. .-. � .. . .' . . - .. � . . ... - .. . _ E,.�� """�r:' ` � ., . . . , . �.��(�saAtK -`Mmr . ' _ . . . � ... � . � '� ..�h.`�,w , . �. . � . ' '. .. _....- .... - t .'.. � �...., � .. . . ' ' '! . . � . � � . � . _+4 r ��. .._ ... . . � � . • . . � - " 'tk` d�:Y " - �t . ' � . .. ' � � . . _. ��,,,,, _>' _' ���, �.. ' . . . . _.t _ . stri � . . " ... ' • ' . ACTION REQUESTED: - � w ,.., - . .�: _ . . . . ,._. ,:, ..:. ,.. - � . . . _ .,�. .. ._ - Eioscutre.fs� sutmiss�:.to '�he �C�ca.l j�e� attached Prelimin�ary Aevern� Bar��l . Ib�solutia� _ . :=- . : .>� �' .. _ - _ �.�_,r.. ,:�,��p _ ,Q' - . , =��,"�� .,` " ? t � _ . - � ,� _ �,r.�.�:- .: :_ . -;-��;.. ...,a �,.�;�; • - - . -,��.� � . , - - � .. . . . . ... t x4 �:� . � � . � �-. ._, . . . . . ... .;� - . _. , . - PIIRPOSE AND RATIONALE FOR THIS ACTION: � � . .�- � �his i�"s`'�� initial s�p tc� p�vi:c�e `vonstructicr� financing for the B1ock 71� . . _ .__._ :v ,�.��.;::r; _ haus��elognent l�.Ga];l.�ria"Tc�ers,. a partnership oo�sisting of Ted Glasnld F^ - ,Assoai;a���•inc. and���l�e�n I�v�ts, Inc. . • . . � .. , . 5 .�,: ;. . . - ���t-� ' . ,. ..._. ...'�Yt14�Y'. .. ....... . . .. � _ � .. . . . . ' . • C . . " . . � . ... ..i. . -� i. � . ...,. ...�:^�«.- . .... . . ..�:. . ,�. ....� . .. . . . . . .. , . �. , t... �. .. . . . k � .T..: � .,,�. ':. - . � .. �e�'"'C'.1'� . -. . . � . - ATTACHMENTS: . � Resolution F'inancing �m�itmP.nt �