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268995 WHI7E - CITV CLERK ('�' PINK - FINANCE GITY OF SAINT PAUL Council �`�'��� � CANARV - DEPARTMENT �. BLUE - MAVOR File NO. i` C uncil Resolution �� c Presented By Referred To Committee: Date Out of Committee By Date WHEREAS: 1 . On April 19, 1977, the Port Authority of the City of Saint Paul , adopted Resolution No. 1174, giving p��iminary approval to the issuance of revenue bonds in the initial principal amount not to exceed $3,500,000 to finance the acquisition and remodel- ing of the Lowry Hotel; 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 ; 4. It is estimated that the initial principal amount of said bonds will be not more than $3,500,000.00 and that the net interest cost applicable to said issue will not exceed 8%, now, therefore, be it 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 bor�ds for the purposes described in the aforesaid Port Authority Resolution No. 1174 in the initial principal amount of not to exceed $3,500,000.00 at a net interest cost of not to exceed 8%, 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 Authori�y to be necessary for carrying out the purposes for which the aforesaid bonds are issued. COU[VCILMEN Requested by Department of: Yeas Nays Butler � [n Favor Hozza Hunt Levine � _ Against BY Roedler Sylvester MAY 3 1977 ' Tedesco Form Approved by City Attorney Adopted b i uncil: � Date . Ce ' ied Pa se�"6y Co . cretary BY �� //L. . By, D�-� Approv by Mayor: Da 6 19�' Approv d by Mayor for Submis 'on t Council By BY �uB�ISHEO MAY 14 1977 „ NORTHWESTERN FINANCIAL CENTER, 7900 XERXES AVENUE SOUTH, MINNEAPOLIS, MINNESOTA 55431 ' iR� j �r i�����, � BRANCH OfFICES: ' • ■■ q■ Minneapolis.Mmnesota 55402 ' . � � 1•1 � � �T - � LaJolla,California'92037 � 1007 Northwe5lem Bank Build�ng , y�� 1200 Prospect Street Suite 150 � Chicago,luinois 60604 (714)459-2661 209 South�a Salle Street.Suite 709 C�.ro e der � (312)346-9446 MUNICIPALS, INC. ' TOLL FREE OUT STA7E B00•328-6122 TEL:812•831-1500 TOIL FREE IN STq7E 1•800-862-6002 April 19, 1977 Honorable Board of Commissioners Port Authority of the City of Saint Paul 1130 Minnesota Building St. Paul, Minnesota 55101 and Doerfler Construction Co. , Inc. � 1885 Wilson Avenue St. Paul, Minnesota 55119 Ladies and Gentlemen: You have advised us that it has been proposed that the Port Authority of the City of Saint Paul (the "Issuer”) issue its Industrial Development Revenue Bonds (the "Bonds") under the provisions of Chapters 458 and 474 Minnesota Revised Statutes and Bond Resolution No.' 876 of the Port Authority of the City of Saint Paul to finance a project to be leased by the Issuer to Doerfler Construction Co. , Inc. , a Minnesota corporation (the "Company") . On the basis of informat�on furnished us to date with respect to the project to be financed by the issuance of the Bonds, and upon the terms and conditions as generally set forth in this letter and more specifically described in� the Addendum attached hereto and fully made a part hereof by reference thereto, we hereby agree to purchase $3 , 260, 000 principal amount of the Bonds on the following basis: A. The Bonds shall bear a date of May 1, 1977 , and shall mature approximately 25 years from and after the date thereof, with amortization of the Bonds to be provided for on a level basis whereby the sum of prin- ci.pal and inter'est payments due in each year is essentially constant over the term of the Bonds. The Bonds shall mature in the years beginning May l, 1979, through May . l, 2002. The first interest coupon shall be payable November 1, 1977. . , . +. � i I 1 e r & � :������ chroeder � ,. :, . ��.� � Port Authority of the City of Saint Paul Doerfler Construction Co. , Inc. April 19 , 1977 Page Two � ' B. The Bonds shall be subject to redemption and pre- . payment in whole or in part in inverse order of their serial numbers at the option of the Issuer at a callable price of 102% of par value at any time on or after May 1, 19,87; at 101o of par value at any time on or after May 1, 1992; and at 100� of par value at any. time on or after May l, 1997. C. The interest rates with respect to the Bonds shall be determined in the manner as specifically provided and set forth in paragraph 2 of the attached Addendum. D. � The proceeds of sale of the Bonds shall be allo- cated approximately as follows: Construction ' $ 2, 650, 000 Bond reserve (estimated) 260,000 Capitalized interest (estimated) 194, 600 Bond issuance expense (estimated) 25,000 Underwriting (96) 130,400 Total $ 3, 260, 000 E. We will pay $3,129, 6OO. for thE� Bonds upon their delivery to us, together with accrtied interest to a now anticipated Closing Date of May 25, 1977 , all as more . specifically provided and set forth in paragraph 3 of the attached Addendum. F. Notwithstanding anything herein contained to the contrary, all of the terms, covenants and conditions of the Addendum attached hereto and made a part hereof shall be fully applicable to the issuance of the Bonds � as if such terms, coveriants and conditions were fully set forth herein, and to the extent of any conflict between the terms, covenants and conditions of said Addendum and the general description of the transactio:� as contained in this letter, the provisions of said Addendum shall' be controlling and binding upon all parties hereto. If the foregoing proposal is acceptable tc� both of you, please indicate by endorsing a copy hereof, with the copy so ' endorsed to be returned to us. Until and unless accepted by . ' � iller & �, : : y r chroeder � � ���''�`� : �;� Port Authority of the City of Saint Paul Doerfler Construction Co. , Inc. April 19, 1977 Page Three ' both of you, this proposal may be withdrawn by us at any time by a telegram addressed to both of you. If this proposal is accepted but for any reason Bonds are not issued and delivered as herein contemplated, the Issuer shall be reimbursed by the Company for all expenses theretofore incurred by the Issuer in connection with the proposed project. Very truly yours, MILLER & SCHROEDER MUNICIPALS, . INC. . By (/�/ �Date: April /� , 1977 : Accepted by the Port Authority of the Ci.ty of aint Paul this day of April, 1977. � . ' ` �' By � Accepted by Doerfler Construction Co. , �In�. this day _ of April, 1977. ` By � , • * ��`�;�r�?�` � ADDEr1DLM � ` �.yY ��. THIS ADD�NDUM shall be and is hereby made a part of that certain letter dated the 19th day of April, 1977 , addressed by Miller & Schroeder Municipals, Inc. (the . "Underwriter") to Port Authority of the City of Saint Paul (the "Issuer" ) and Doerfler Construction Co. , Inc. , a Minnesota corporation (the "Company") , and relates to the • proposed issuance and purchase of $3, 260, 000 Industrial Development Revenue Bonds (the "Bonds" ) to be issued by the Issuer to finance a project (the "Project" ) to be leased to � the Company. � 1. The Company agrees to fully comply with and assume all expenses incurred in fully complying with all regulatory requirements imposed by the Securities Division of the Minnesota Department of Commerce or such other regulatory authority as may have jurisdiction herein, including, but not limited to, all expenses incurred and required in the preparation and filing of such interim and annual financial information and reports as may be required to maintain the registration of the. Bonds, copies of all' of which the Company agrees to promptly furnish to the Underwriter at such time as the same may be filed in the Office of the Securities Division of the Minnesota Department of Commerce. 2. Subject to paragraph C of said letter dated April 19, 1977, the Bonds are to bear in.terest payable semi- annually at a rate or rates to be mutually determined by the Issuer, the Underwriter and the Company and will be determined no later than 48 hours after the Securities Division of the Minnesota Department of Commerce shall have authorized the public sale of the Bonds in the State of' Minnesota. Notwith- - standing the final �rate or rates of interest to be borne by the Bonds, the Underwriter reserves the right to reoffer the Bonds to the public at prices other than the par value . thereof, including a premium over par or� a discount below _ par, as the Underwriter, in its sole judgment �and discretion, may deem necessary. � � ; , . 3. The Underwriter will pay for �he Boncls upon their delivery to it if the Bonds are delivered on or before the proposed Closing Date as specified in the letter to which this Addendum is attached and made a part thereof by reference thereto. The Bonds are to be accompanied by the unqualified approving opinion of Briggs and Morgan, Professional Association, whose opinion shall, state in substance that the Bonds are valid and b.inding special obligations of the Issuer under the Lease payable from revenues pledged to the Common Revenue Bond Fund and stating that interest payable on the , . Bonds in the hands of a person not a user of .the Project is on the date of their issuanc� exempt from Federal income taxes under then existing laws, regulations, decisions and rulings. You agree to cooperate in obtaining this opinion and will also furnish an opinion of your counsel as to your authority to enter into this transaction. Further, if requested by the Issuer or the Underwriter, you agree to furnish an opinion of your counsel as to the title to the Project. 4. You agree to cooperate with us, Bond counsel, counsel for the Underwriter and such others as may be appro- priate in the preparatian of documents and proceedings : reasonably necessary to the completion .of this transaction, and the Company shall make available to the Underwriter such information and documents with r.espect, to its financial affairs and operations as requested. 5. Before delivery of the Bonds to the Underwriter, appropriate officers of the Issuer shall have reviewed the Official Statement prepared to offer the Bonds for sale so that they �aill be prepared upon delivery of the Bonds to the Underwriter to certify that the information furnished by � them contained therein as of the date thereof is true and correct and does not contain any untrue statement or misleadir�g statement of a material fact nor omit tc state any material fact required to be stated therein or nE:cessary to make the statements therein not misleading, and authorizing use of the. Official Statement by the Underwrite:r. . 6. Between the date hereof and tr.e date of delivery . , of the Bonds to the Underwriter, there shall not have been any material adverse change in the busir.ess, properties, financial position or results of operati.on of the Company, nor shall there be pending or threatenec, on such date any legal proceedings to which the Issuer or the Company is a party and which will have a material ad��erse effect on the transactions contemplated by the Lease and resolution, except any such action of which we shall. have been advised prior to the date hereof. . � 7 . The Company agrees to indemnif�y and hold the Underwriter harmless from and against any and all claims, demands, actions, causes of action, damages, liabilities and judgments (including attorneys ' fees and expenses) arising from or in any way connected with any statement or information contained in the Official Statement concerning or related to the Company, the Project and/or the use of Bond proceeds. 8 . The Company will pay all expenses in connection with the proposed offering, including, among others, fees and expenses of Company counsel, counse� for the Issuer, _ . -2- � � . • � ' ������ � . - Bond counsel, Blue Sky counsel, Blue Sky fees, Accountants, and Investment Rating Agency fees, together with all costs and expenses incurred in conjunction with the preparation . and printing of all documents required to consummate this offering including, but not limited to, the Official State- ment, all of the same to be paid by the Company without regard to whether the Bonds as contemplated herein are issued. The Company and the Underwriter acknowledge that : they have estimates of the tees and expenses of (a) Bond counsel, (b) Blue Sky counsel, (c) Blue Sky fees, (d) � - investment rating agency fees, (e) auditors, (f) the normal costs and expenses incurred in conjunction with the preparation • and printing of all documents required to consummate the � offering, including (1) the official statement, and (2) the printing of the Bonds. The fees of Underwriter' s counsel shall be paid by the Underwriter. � 9. The Port Authority of the City of Saint Paul and the City Council of the City of Saint Paul shall do nothing to impair the obligations or covenants made or entered into by the Port Authority with Doerfler Construction Co. , Inc. by reason of the Port Authority issuing its revenue bonds to finance a project for poerfler Construction Co. , Inc. including but not limited to: (a) supervision of the covenants relating to rents, insurance, repairs, maintenance and taxes; (b) management of separate accounts as reguired by the Bond authorizing resolutions; and (c) auditing of Port Authority accounts by a qualified Ce�tified Public - Accountant. 10. Upon delivery of the Bonds to the .Underwriter, the Underwriter shall pay to the Issuer the purchase price of the Bonds pius accrued interest from thei�' date of issue to the Closing Date all as more specifically provided in Paragraph E of the letter to which this Addendum is attached and made a part thereof by reference thereto, provided the Official Statement with respect to this Bond offE.ring required to permit public sales to individuals in the State of Minnesota has been accepted for registration. If not so accepted for . reqistration prior to the Closing Date, we may accept and place the Bonds at our option, but are riot required to do - so. The Underwriter shall apply for the registration of the Bonds as soon as practicable after the date hereof and the representatives of the Issuer and the Underwriter shall diligently pursue the registration of the Bonds. -3- � �_.,,` . . _ , .. t . __ . _.... _. . � . . : . � c . , � � � � . � .' . , _ , � - �� . . . - � . � . � . . - wa .� . ' �� . . . . . � . . . •. . �' +,` . . 5 . . . . . , . . _ , r •. ' � � � � DOERFLER BUSINESS OFFiCE � � - � . , � - � � . 1885 WILSON AVENUE•SWNT PAUI,MINNE50TA 55119 • • • • • • �;' . • `' (6121 7350018 . . . . . ,. � , . ; - . ' . ; ` , . . . . . � . . , ' � :� riarch 30, 1977 . . . . . . . ! . - . , , ' � ,.::�ES�IMATED' OFERATING STATEMENT . ,. : . . _ . . ;. ::_LOWRY OFFICE. BUILDING .. . . , ,. . . . . , . . � - . 339 Wabasha St. ,' � . . ' . . ; .St. Paul,' �Iinnesota, ' . - _ . . , I�'COME � � � . _ � � . .. , � . .Monthlv Annual - lst Floor - Restaurant, bar� and lounge ' � $ 4,000 � � . Bookstand ' '' � � . . . ;.:. 480 . , Aqailable Space . � � , 1,200 �. �� :' � . Available Space: ' : " � � 2,200 � > . _ . � . . .. ,$ 7,880 , . $ � .:94,56Q >: . � .. . �. . .. � � ;�. � 2nd Floor - Rental � . � �: ,.$ 104,000.� . � ` , . , - .`° Apartments - 3rd, 4th, 5th Floors ; : Per �Unit, ' � �. ' � �. 99 . Efficiency: . $ 105 �: :. � $ � 10,395 $ 124,740 ;�- 3 . � Z Bedroom ' . 230 .�.;. 690 . . .8,280 . S ._ : 3 . . � 1� Bedroom� ' ,' j ::.,..I' , 185 . . 555 . . 6,6b0 ' � '��.�Apartments� - 6th thru lOth Floors � - ' S 2 Bedroom = � -.; � ` • : .250��- � 1,2�0 - 15,OOQ' . � ;.;`SO � � • 1 Bedroom � , , ' ,. 180 � � 9,000 108,000 � . �.�: 25 Efficiency �" . 160 `` ; � � 4,000 ' � G8,�000 ' � : 15 : Efficiency� -. • 150..` ' ��: 2,2�0 � 27,000 . =: Apartments - llth Floor ��x � ., . . : 3 2 Bedroom � , ". : 350 � � 1,0�0 12,600 � � .. . 1 . . .. .. .. . . 203 Units . •� � . i� . . . . . ''� .Laundry (203 Units x:� $3.50 guaranteed.)� � `' 710 8,52Q' . : , , . - _ $. 557,360 - . � .;.:: . . . = EXPENSES � . • . _ ' ' � . �- ` , Utilities' ; � ., . , . . .$ 46,000 , . � Payroll ..: : . . . � 20,000 .. . . f Maintenance �- � ' . . 12,000 . _�:�=. . � License &< Permits 'r ' '� � 1,000 { - � .� �- Real Estate Taxes � � $0,000 . .. � Rubbish Removal � , . � ' . . � � 5,000. . . , . Insurance , � � � . .. . . � 10,OOQ . . _ Advertising ° , ' �- � : 2,000 � .. . . . Miscellaneous ' - .. � 6,30a _. Management Fee 5% - . - � 28,145 ` . � $ 210,4+5 � � ; . . . - . .. . . . :. ' CASH FLO?� $ : 346,915 � • '; . . , :, .. . . _. � . , �.. - ' . . . -- . ; . . ' . , - �: '. . " ' .. . _. . . . � , . . . „ . , .. , � . . . . , . 4 . ,,' ; • . ' i .. . � .' � . �. -�. . . .� s. • ., . , ° , . • , , . . . - . � � . � . . , . ,. ��` - . . �:�� DOERFLER BUSINESS OFF►CE • � � � � : � . � . '" �� • • ' •1885 WILSON AVENtJE�SAlNT PAUL,MINNESOTA 55119. . • ' � � I6127 735-0018 � _ • , . .. . •. ' ` . . . ... . • ' 1�•. . . � ' � . . . ' , ' . � � - . . . . ..1 , . :.` .. •• � . . . . • ' ' - . .. . . . . ,� � .. . , . .. ... . • .'y . ' ' � '; CONSTRUCTION RECAP : . ' � ,. . � . � .. �' ' •LOWRY �HOTEL �. : ; � . . . REMODELING . , .� . - . , .; • ' c - .:'' . �,.., � ' ��' :�. y . � '�'.; . '.. . . � .. . . .�F. � �Contractor: Doerfler Construction Co. , ;Inc. �:: - ,�. �. . � _ - �. ;� r � . • - ' . � a �. ' � , : : � : r � Item _ � 'e - ., .. ,Cost � ' , ,- � Carpet . . . . ` $ 80,000 .. . �,. . � _ `:Elevators. (2) r..- , • . 220,0�0 - � � -.'::�;.. .:�.Reconstruct.Fire Escape_ (lst to Ilth F1r�.) ��118,000 � ` •�Cabinets ' 32,000 ' � T " � Demolition . ? : � j �2�.0,000 ' � Ceramic ', ' , ' 2b,000 . ' . Bathroom Fixtures � � :. :; �;18,000 , , Labor ��.� ' �158,000 � � } � ` Plumbing,' Bathrooms. & Rit�hens.� ? ' ' 49,000 - , � ' �'Smoke Detectors % . �� • �15,000 � � . `.Fire Alarm � � :, ' � 51,000 _ Drywall � � ';� } 120,000 � � , - �` , �Electrical � . t ' 88,000 Heating � � ,: 30,000 ' . -: . � Painting - ' . • . r 35,000 � , ,. � Doors & Hardware ' �` � :,:40,000 - ' ' �' , L �,: �' Appliances . . . . , { ., � �,50,000 - . � �.Windows (Outside� � � � � , �48,000 : � .. , � Architect � . �' r ' S0,000 � � � .'{ :�� �Doerfler Const. Up�.to Date �Expenses �' 42,000 � . ,�.;, � � �.umber } �20,000 � . " . � , �� \ ; ,,,:. ' ` �$ '1,500,000 . . � y . - . . 1� .. - . - � � . � . � ' . � . . . . � � . , t'' . • - .. .'_' .. ' .•. � ' . ( � ... . . ' �' . ' , `' .'.��.,� 4 , ' . . , , • � • . . : • .: . ,.. .. �L. . . . . . , s . .. . � � . .. . �:.: , . . . .. . ' ' . ,.,.� . . . .. .... .. - . . . .. . . - � .. . . 1 . . . . , ' _S ' � ) , ' . . . . � ' � ... �l '� . - .. . .' �. . . . - ' _ ' .. . . .. . .. . 5. - . - ... ... ' . � . . .. 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' - � . � _ � ... .. � . n. . , . . . _. .. • . . � �. , . � • ' , . . _ . _ _ _ _ - . . . � . . . . � , , , }. : . . � :� � ., .,� . . • . .. . ; _ • , ' . . � . . -'�' � - � . �: :,,, . .. _. � . . �. . ' .. . ' " ' . ' } .. ... ' � . . . - .. . ' . � y� . ' � . . � /� - �' . .. . • 1 . ' . . ' ... . . . , � 1 � , j� ' - , . ' . . . 1 . . . � . . . , . . �' . . � , . . � . �ri, .e . . � . . 1. .. � � � :t + . ... . , . . . : . . . . . . .. . `. . . • ' ' . � ' � - � . ' .. . • . R . , . . � .. - . , . . . .. ' . ' . . � r , . . ' - � � � . � ' .. '�. � . . .... .. . . . . � . -`• �, `LOWRY HOTEL. , .:•• ,: �;: ' .. . . � i ,. - ' ' ' . . t ��CONTRACTOR: - Doer£ler Constructiori�Co ;;, Inc, , � � . . � _ ,,`' 3 � � � �`t� � �� .. . . - - f ' . ' ' � ' � . ' � . . � � . � . , � .. . . �; . � .� . ; ... . . . . , , . . . _ . ... �'�i 1,� ' ' ' •" . , . . f 1 � '�. - ... . . , . .. . .. ' . . ' � . . . .. .� . ' , ': .. .—. ' � .. .. . . r r :Purchase Price of Property� ': $ � 1;254,000 - . } Remodeling Cost . : • �` 1 •S00 000 . . _ � 1 . ? a � . $ :�2��5����0 . . - ,^ � , .. . . . � �r . • ` . � � . . . . ';:. r� .. . � ; . . ,,. : Less.� lst Mortgage. � ' , i ` . � :$ .. 1>500,000 . - ;� . . :.2nd Mortgage, City �of St. 'Paul � 1,000,000 c .. , � . , - p . . j � ` ' . � .TOTAL MORTGAGE PAYABLE . �� , $ ' 2,500,000 , -, � r ti'` ,+— ' • , ` � ... J . . : ':EQUITY OF OWNER � . . . . °,'� ,' -, . ;� $ ;;. :'250,000 . � . y..;. _� . . . .-. i . . , :I ' . . ..' , .. . _ ; , . . , i ' `,� . . . t ,-.;, .;. . .'• .` : ,.:: : . - . t r r . � . . � �., yM .. � . . . , . .,M1. � T ' � •� . . . . � .. .. . . . � . (R ... � � ��� f �x' .• t . � . � . .� �. .5:.' � . 5 i �r .. 7 �� � . . . � . � � . . y' i p f �_' ' . . . � , - � � i • - � �' '! � . . ' � .. �s '. t . _ . . ' . . . �. . �•' r 1� . � � �•• 1 .j. ".i` . . ,. . .. . . . _ .. 1� .,G . . . ^ .. . . . ' .. . .f . � .. . • - ' - , , ' �J . � . � . . a _ . _ � .. . � '< . . �-' .� , . . _ �: .. . . . , . . . ' ,. ;. , .. � .. '. . .. . , . _ , . . . . . , � � , � ' . � . � _ � , , . , .� . . . �. : . . . . . . ' ' ; ' � , : � �� � . : . ,, :� - . . . ' . - . .. ' ' ` . . : .� • . , . , . . � , . , � ' . : : . . . . .. �., , . . . � . . . - . . , . . . . � � , f �������� Resolut�,on No. 1174 RESOLUTION OF THE PORT AUTHORITY OF THE CITY OF SAINT PAUI, WHEREAS , the purpose of Chapter 474, Niinnesota Statutes, known as the Minnesota Municipal 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 sound industry and commerce to prevent so far as possible the emergence of blighted and marginal lands and areas of chronic unemployment and to aid in the development of existing areas of blight, marginal land and persistent unemployment; and WHEREAS , factors necessitating the active promotion and development of econom�.cally sound industry and commerce are the increasing concentration of population in the metropolitan areas and the rapidly rising increase in the amount and cost of governmental services required to meet the needs of the increased population and the need for development of land use which will provide an adequate tax base to finance these increas- ed costs and access to employment opportunities for such popu- lation; and WHEREAS , The Port Authority of the City of Saint Paul (the "Authority") has received from the Doerfler Construction Company, Incorporated (hereinafter referred to as "Company") a request that the Authority issue its revenue bonds (which may be in the form of a single note) to finance the acquisition and renovation of a building for use as a residential apartment facility and as a commercial and office facility (herein- after called the "Project") in the City o£ St. Paul, aIl 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 population, and said Project will assist the City in achieving that objective. Said Project will help to increase the assessed ��aluation of the City and help maintain a positive relationship between assessed valua- tion and debt and enhance the image and reputation of the City; and � WHEREAS , the Project to be financed by revenue bonds will result in the employment of appro�imately eighty persons in the new facilities; and WHEFtEAS , the Authority has been advised by representa- tives of the Company that conventional, commercial financing to pay the capital cost of the Project is available only on a limited basis and at such high costs of borrowing that the economic feasibility of operating the Project would be signi- ficantly reduced, but the Company has also advised this Author- ity that with the aid of revenue bond financing, and its re- sulting low borrowing cost, the Project is economically more feasible. NOW, THEREFORE, BE TT RESOLV�D 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 Project constitutes properties, 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 availability of the financing under the Act and willingness of the Authority to furnish such financing will be a substantial inducement to the Company to undertake the Project, and that the effect of the Project, if undertaken, will be to encourage the development of economically sound industry and commerce and assist in the prevention of the emergence of blighted and marginal land, and will help to 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 by its population, and will help 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. 2. Subject to the mutual agr.eement of the Authority, the Company and the purchaser of the revenue bonds as to the details of the lease or other revenue agreement as defined in the Act, and other documents necessary to evidence and effect the financing of the Project and the issuance of the revenue bonds, the Project is hereby approved and authorized and• the issuance of revenue bonds of the Authority (which may be in the form of a single note) in an amount not to exceed $3,500 ,000 (other than such additional revenue bonds as are needed to complete the Project) is authorized to finance the costs of the Project. -2- . . � • 3. There has heretofore been filed with the Authority a form of Preliminary Agreement between the Authority and Com- pany, relating to the proposed construction of the Project. The form of said Agreement has been examined by the Commissioners. It is the purpose of said Agreement to evidence the commitment of the parties and their intention with respect to the proposed Project in order that the Company may proceed without delay with the commencement of the acquisition, installation and construction of the Project and the temporary financing thereof 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 long term indus- trial revenue bonds to finance the entire cost of the Project upon agreement being reached as to the ultimate details of the Project and its financing. Said Agreement is hereby approved, and the President and Secretary of the Authority are hereby authorized and directed to execute said Agreement. Upon exe- cution of the Agreement by the Company, the staff of the Author- ity are authorized and directed to continue negotiations with the Company so as to resolve the remaining issues necessary to the preparation of the lease or other revenue agreement and other documents necessary to the adoption by the Authority of its final bond resolution and the issuance and delivery of the bonds . 4. The revenue bonds and interest thereon shall not constitute an indebtedness of the Authority or the City of Saint Paul within the meaning of any constitutional or statu- tory limitation and shall not constitute nor give rise to a pecuniary liability of the Authority or the City nor a charge against their general credit or taxing powers and n�either the full faith and credit nor the taxing powers of the Authority or the City is pledged for the payment of the bonds or interest thereon. 5. In order to facilitate completion of the revenue bond financing herein contemplated, the City Council is herebv requested to consent, pursuant to Laws of Minnesota, 1976 , Chapter 234, to the issuance of the revenue bonds herein con- templated and any additional bonds which the Authority may from time to time deem necessary to complete the Project or to refund such 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. � Adopted ���� /9, �97 7 , ; � � Attes � Preside � The Port A thority of the City • of Saint Paul ecretary -3- . ,.... � � PRELIMINARY AGREEMENT THIS AGREEMENT, made and entered into this 19tYi day of April, 1977, by and between the PORT AUTHORITY OF THE CITY OF SAINT PAUL, a public carporati.on organi.zed arid existinq under the provisions o� Minnesota Statutes, Ghapter 458, and a redevelop-� ment agency with3.n the meana.ng of Minnesota Statutes, Chapter 474, hereinafter aalled "Part Autk�o�ity" , Doerf ler Construction Company, Incorporatedr a corpo�ation organized under the I.aws of . Minnesota, hereinafter called "Company" , and Mr, Virgii Doerfler� hereinafter called '°Doerfler"e WIT�TESSETH: WHEREAS: � A. The parties hereto intend that a building �.ocated on the premi.ses described in Exhibit _ . A attached hereto and incorporated herein by � reference, be acquired and renovated for use as a residential apartment facility and as a commercial and .office facility, said building and premises being herein-- after called "Project"; B. The Company and the Port Authority intend, subject to the terms, covenants and condi- tions herein contained, to enter into a Lease (hereinafter. called "Lease") of the ., � �����-�,�. . . :..v_ � Project in the form and tenor customary with respect to industrial revenue bond financing in the State of Minnesota and to finance the acquisit3.on, installation and construction of the Project through the issuance by the Port Authority of Industrial Development Revenue Bonds (hereinafter called Bonds) pursuant to Minnesota Statutes, Chapters 458 and 474. NOW THEREFORE, in consideration of the mutual covenants herein contained, it is hereby agreed by and between the parties hereto as follows: 1. The Company and the Port Authority .agree to nego- tiate. the Lease in a form and tenor customary with respect to industrial revenue bond financing in the State of Minnesota, including without limitation the provision for the following: (a) The Lease term shall commence on the nominal date of the Bonds and shall extend through the final mat•urity date of the Bonds. (b) The Company shall agree under the Lease tQ make monthly payments commencing on the first day of the month in the amounts set out in said neqotiated Lease, but in any event sufficient to pay when due debt service on the Bonds. • (c)� The Company shall agree under the Lease to pay the monthly administrative fee of the Port Authority � in the amounts set out in the negotiated Lease. �2_ , , � ,,- . . . . . .. . . . (d) Interest on earnings derived from the investment of the monthly payments and other monies in the Bond Fund and any Reserve shall inure to the benefi.t of the Port Authority, subject, however, to such credit, if any, for earnings derived from the investment of such monies as is necessary to prevent the Bonds from becoming arbitrage bonds under Secti.on 103 (d) of the Internal Revenue Code. (e) The Company may have the option to purchase the Project at an amount required to discharge the . Bonds, including payment of Paying Agent and Escrow Agent fees and any other liabilities accrued under . the Lease;. plus such additional amount, if any, deter- mined in the Lease to be required to reimburse the Port Authority for its equity in the Project. (f) The Company shall be entitled to credit : against its last installments of payments due during the term of the Lease the principal amount of any � surplus construction funds transferred to the Bond Fund � � and any Reserve established out of bond proceeds. (g) The Company shall agree to cause the Pro- ject to be maintained in good working order and free - of liens to the extent provided in the Lease. � (h) The Company shall agree to procure on or before termination of the construction period and maintain in its name and in the name of the Port -3- . . Authority, liability and property insurance with respect to the Project in amounts and against risks customary with respect to such properties. . (i) The Company agrees that prior to the commencement of the construction of any part of the � Project, the Company will cause to be filed with the Port Authority and approved by its duly authorized agent the Plans and Specifications for the entire Pro- ject certified by an engineer registered in the State " of Minnesota and that with respect to at least that part of the Project the Company then wishes ta undertake tYie Company will first cause to be filed with the Port Authority and approved by its duly designated agent, (i) all payment and performance bonds for the work to be undertaken, (ii) all con- struction contracts, including any installation contract, (iii) such builders risk, installation floater, and liability insurance as will fully protect the Company, contractor and Port Authority (who shall be named as an additional insured) as their interests shall appear, against risk of loss or damage to the Project and Project premises and against claims which may arise from the construction, acquisition and installation of the Project, and (iv} waivers from the general contractor and all subcon- tractors and suppliers of all rights against the -4- Port Authority for damages to property except such rights as they may have to proceeds of such insurance. All construction contracts entered into for construc- ting the Project described herein shall include provisions that the wages paid to skilled and un- skilled labor shall not be less than the prevailing wage rates currently in effect i� the City of Saint Paul. (j) The Company shall . agree to pay all taxes, . assessments, and other governmental charges that are or may become due with respect to the Project. 2. Prior to the commencement of construction of the . Project, the Port Au�thority and the Company shall complete and enter into the Project Agreement in substantially the form attached hereto as Exhibit B or into the negotiated Lease which may substantially incorporate by reference Articles 1 and 2 of such Project Agreement. 3. • Prior to issuance of the Bonds Mr. Virgil Doerflex will execute a Guaranty in a form to be agreed upon by and between P�Ir. Doerfler and the Port Authority. 4. Upon negotiation of the details of said Lease and Guaranty and final determination of the terms of the Bonds , the Port Authority sha11 thereafter issue said Bonds in �ccor- dance with the terms and conditions set forth in an underwriting agreement and the Project Agreement; provided that: -5- • (a) Details of the sale and issuance of the Bonds to be issued by the Port Authority shall be � subject to final approval by the Company and the Port Authority. (b) Issuance of said Bonds shall be subject to the issuance of the approving opinion of Briggs and Morgan, Professional Association, Bond Counsel for the Port Authority and for the City of Saint Paul, and the furnishing of all documents, resolutions, agree- ments, financial information, certifications, and representati,ons necessary to the sale and delivery of the Bonds, including thase which are customariZy used and those which are customary and necessary to comply with all state and federal laws, regulations, rulings and decisions. 5. Regardless of whether or not for any reason the Bonds are issued, the Company shall upon demand nevertheless promptly pay�or reimburse the Port Authority for the payment of all out-of-pocket expenses incurred by the Port Authority in connection with the Project including without limitation all - Bond Counsel and other legal fees incurred in the preparation of this Preliminary Agreement, the negotiated Lease, the under- writing agreement, the Guaranty and other related documents. 6. This Agreement is subject to the approval of the City Council o� the City of Saint Paul as provided by Chapter 234 of the Laws of Minnesota for 1976. -6- IN WITNESS WHEREOF, the part�es hereto have caused these presents to be executed as of the day and year first above written. In the Presence of: PORT AUTHORITY OF THE CITY ' OF SAINT AUL �'..�0�-�' l - �-Z`�'L� B / L \ Y �-� Its � �i, ,�; ;t i�",''�,. / �': � BY � .,����c\1�. ��i ,' S . . , , ` �(Corporate Seal) �, . � ,�`+ 4+ � � � . � � �`�' �� . . . � . i.�.� �.1 � � - .. r�,,, ����� �,�,"' �,,l�ti . . //�illl�dt11��1,` . _ . . � . Tn the Presence of: DOERFLER CONSTRUCTION COMPANY, . TNCORPORATED By - . I ts . . . . By I ts � (Corporate Seal) � �7_ M. n•4 In the Presence of: Virgil Doerfler -8- ' �t .. , .�. , EXHIBIT A PROPERTY LOCATED IN RA.MSEY COUNTY, r4INNESOTA Lots 11 and 12 and the rear or Southerly 25 feet af . - Lots 1 and 2, Block 21, City of St. Paul, commonly � referred to as . "St. P�aul Proper" , according to the �- plat thereof on file and of record in the office of � the Register of Deeds in and for Ramsey County, Minnesota, together with the �benefits and subject to the burdens of easements created by Deed, dated June 14, 1949 from The Arcade Investment Company, a Minnesota Corporation, to Stat� Hotel Corporation of Delaware, filed for record in �the office of said Register of Deeds, and recorded in Book 1310 of Deeds, Page 505. � . Subject to that certain Party Wall Agreement, dated June 23, 1909, between its Adolph T. Rosen and Anna Sofia Rosen, parties of the first gart and Lucius P. Ordway and Jessie G. Ordway, parties of the second part, and filed for record in the office �of said Register of Deeds on Sept. 4 , I909, and recorded in -_ - Book 60 of Miscellaneous Records at. page 579. . ������� PORT AUTHORITY OF THE CITY OF SAINT PAUL 1130 MINNESOTA BUILDING, 4TH AND CEDAR, SAINT PAUL, MINN. 55101, PHONE (612) 224-5686 April 22, 1977 The Honorable George Latimer Mayor, City of St. Paul City Hall and Court House St. Paul , Minnesota 55102 SUBJECT: DOERFLER CONSTRUCTION COMPANY LOWRY HOTEL PROJECT $3,500,000 REVENUE BOND ISSUE Dear Mayor Latimer: We submit herewith for your review and consideration, details pertaining to the issuance of revenue bonds for the above project in an amount not to exceed $3,500,000 for acquisition and remodeling of the Lowry Hotel . Details of the project are attached in the Port Authority Staff inemorandum and a copy of the proposed remodeling plans are on file in the office of the Port Authority. In addition to the attached staff inemorandum, we attach a draft copy of the proposed City Council Resolution, a copy of the preliminary under- writing agreement, the preliminary agreement, an outline of the operating projections for the facility, a list of the construction proposed, and a copy of Port Authority Resolut�non No. 1174 which authorized the execution of a preliminary agreement with the Doerfler Construction Company to finance the project subject to the approval of the Cou�cil of the City of St. Paul . �',. '�, Yours truly, � - j , � _ , � �� • , � , \ _ a., , ,,� �-.�..._�-._ 1, , : ': '\_,. ;_i._7✓ � Eugene A. Kraut Assistant Executive Vice President EAK:jmo Attach. HOBERT i. SPRAFKA EUGENE A. KRAUT. C.I.D. DONAID G. DUNSMEE, C.I.D. CL�FFORD E. RAMSTED ROSCOE C. BROWN E%ECUTIVE VICE PRESIDENT P.SSISTpNI E%ECUTIVE VICE PRESIDENT DIRECTOR. INDUSTRIRL DEVELOPMENT CHIEi ENGINEEq CNIEF ACCOUNTANT COMMISSIONER$ GEORGE W. WINTER P�TRICN J. ROEOLER LOUIS M. MEVERS G. RICHAqD SL�DE ROSALIE L. BUTIER ARTMUR N. GOODMAN WILLIAM J. SEIFERT PRESIDENT VICE PRESIDENT SECRETARY TREASURER � C.I.D.Certified Industrial Developer __:�z 4 PART A �lTHORITY , ��°���� .. �. ., . . OF THE CIN OF ST. PAUL Memorandum TO: Board of Corr�nissioners DATE: April 15, 1977 Meeting April 19, 1977 ��� j FROM: E. A. Kra� �„ ;�' �� �� , SUBJEC7: DOERFLER•CONSTRUCTION COMPANY, INCORPORATED PRELIMINARY AGREEMENT RESOLUTION N0. 1174 At the request of Mayor George Latimer and the Economic Development Department of the City of St. Paul , the Port Authority staff has been in negotiation with Virgil Doerfler, who proposes to rehabilitate the Lowry Hotel as a downtown residential apartment and commercial facilities and office space. The cost of the project including the acquisitian of the building is as foilows: 1 . Purchase price of property $1 ,250,000 2. Remodeling costs 1 600,000 Total Cost 2,850,000 Equity by owner $ 200,000 The proposed bond issue would be comprised of the following: 1 . Construction Fund $2,650,000 2. Debt Service Reserve Fund 259,000 3. Legal and Bond Issue Expense 25,000 � 4. Capitalized interest during construction - one year 195,600 5. Underwriter's discount - 4� 130,000 TOTAL BOND ISSUE 3,260,000 6. Interest 3,115,477 TOTAL 6,375,477 7. Less Capitalized Interest 195,600 6, 9,87 The abov� based upon a 25-year lease from the nominal date of the bonds, will result in an annual debt service of $257,495, and a monthly rental equal to $21 ,458. The above figures have been submitted by Miller & Schroeder Municipals and are subject to minor variations. They are based upon a Port Authority 876 bond issue calculated at 6� interest. ; , Board of Corr�nissioners April 15, 1977 Page -2- Attached hereto is an operating cost projection. These projections indicate a potential gross income of $557,360 when fully occu�ied, producing a cash flow of $346,915. Based upon our discussions with various repres�ntatives of local financial institutions who have previously done business with Mr. Doerfler, it is staff's opinion that he is a capabin and financially success- ful developer, and with the rents to be paid for at least a 3-year periad by the City of St. Paul feel confident that this project is a feasible one. The costs of remodeling are attached here in a construction recap provided by the Doerfler Company. There will be added to the $1 ,500,000 shown a�. additional $100,000 for efficiency kitchens in 99 of the efficiency units �� bringing the remodeling costs �Q approximately $1 ,600,000. Mr. Doerfler, in accordance with the requirements of the Port Authority that all funds be an hand at the bond closing, has agreed to provide $200,000 in equity on the front end that will incorporate expenditures to date covering the earnest money contract and preliminary work on plans and specifications. There will be an additional $133,000 in cash or other pre-bond closing expenditures. Mr. Doerfler's financial statement reflects substantial net worth in properties located primarily in the St. Paul area. The statements provided by the company are attached and indicate the assets and liabilities and project a net worth at $3,053,95Q. poerfler's personal net worth is shown at $5,492,200. In negotiations with the prospective tenant, an agreement has been reached whereby Mr. Doerfler will give the Port Authority a security interest on th� three properties listed below: 1 . 1905 Wilson Ave. (41 units) - equity $253,000 2. 1885 Wilson Ave. (50 units) - equity 425,000 3. 1871 Wilson Ave. (50 units} - equity 395,000 TOTAL $1 ,073,000 This security interest will be subject to release with the consent of the Soard of Corr�nissioners of the Port Authority when the net income from operations of the facility before debt service is equal to the maximum annual debt service requirement to service the bond issue debt.. In addition to this security interest, the proposed agreement with Virgil Doerfler Construction Company, Incorporated will be p�rsonally guaranteed for the duration of the band issue by Virgil Doerfler. We attach hereto the financial data furnished by Virgil Doerfler for your review. This contains assets and liabilities of Virgil Doerfler personally as well as assets and liabilities of Doerfler Construction Company, Incorporated, of which Virgil Doerfler is the principal stock holder. � � Board of Commissioners Apri1 15, 1977 Page -3- A Notice of Sale has been published in accordance with �4innesota Statutes Chapter 458, and it is reco�unended that the sale price when the bonds are amortized at the end of the 25-year term be $1 .00. As is customary in off-site projects requiring staff inspections to satisfy the indenture with the bond holders, an additional rental charge of .02� of the face amount of the bond issue will be charged monthly. This will equal $7,824 annually. The property will remain on the tax rolls and upon completion � are estimated at more than double those presently being collected. Staff recommends approval of the preliminary agreement authorized under Resolution No. 1174 and sale of the property under the terms outlined above. EAK:jmo Attach. i C?M Q 1: 9 8 �6 � � j � � : � - : � ': EXPLANATIC�N OF ADMINSSTRATIVE ORDERS� t � RESOLUTIOI�S, AND ORDINANCES � " , , �. �, � � , � s . i Date: April 22, 19y7 , '� �, - �_ ,.� � _ :� .. TO: MAYOR � OR�GE TIMEI�, ` , � � ' � � � - . : . .. - . . .. .� . .. . .'.. - .� .. - .. .� . ._� � � . , - �. . . . . t , .. . .,F Fx: Eugene A St. Pa.ut ;Part Autharity � � � RE e� Df}ER�`Lf.� (1NSTRUCT I4N COMP�1t�lY �. � : LOi�tY `�T� PR4J ECT _ i � $3,5�,(� T�EVENUE 60�lD I5SUE � ` � _:� - � � _ : � � , . � - : �, . . . ..�. . - � �- � � - . . � � , i ' ' • . .. .... . �' . 3. . . . .. . � . . . � . . � . . � . . . . . . .f. ',f 3 ACTION 1�EQEIESTED: � In accordance with Laws of Minr�esota� 1g76, Chapter 234.,: i.t i� r�que�ted ttu�t ths ` � � City Council by Resa�utiort, a draf� cop�r of whtch is �.ttached� heret�, �pprq�e tl�e , � � issuance of �p t� $3,50±O,Q00 fn -revenue bonds for the ►^emcrde�i.ng a� the L�wry Hotel s � pro�e�t. At tftis ttme it would ,appear that the bona �ssue:w�trald t� for �3,2.�,�dQO. > �� It is requ�sted tFrat ap{�roval I� granted or� up to.�3,50�,0#� because u�t�1'. the t9me � � of closinq the actual .in�erest ra�e and the �ffects� or���the` so�t costs whtch may' be ,`': ; caused by variances fn the calcul;,ated rate may requ#re a bor►d issue la�ger than � f $3,`260,�0. The construction fund, hawever� wi11. not. b� inc�+easect �ver $2,f>�0,�0a. j � Any costs aborre this am�un� required to complete �t� pro�ect will be pai� �For �y the ' tenant, It ts request�d tE�at pracessing of t�#s ap��ltcation. far appr4va;1 be e�e�#fted� ' � beca�se of ti� require�nts t�� �Rdbert Short`; t�fiat .tfie sale of. the pro�erty t�e �lasect i a . . not later �tian Ma� 25, 1977. . . � ,� . - : ; �� � r � -> PURPOSE AftD` RATIONAZ.E Ff}R �'F3IS ACfiIQN: � , The Lor�ry t�otel p�,esents an oppart�rnity to create �dditiona� c�dwntaw�.�us�ng. at a � � - reT.arti�reiy low cos,t per wnit. The Gfty of St. Pau1 and its vari�u� ��etaci�� ar�d � 1 � departments .ha� been endeavarirtg ta cr�ate ad�ittonal down�own h4usir�g to spur;ot�er f � ` developmen� `f�r son� tfine:� an�l �hts p�ro3ect wtl l contrib�te. to popu'I�tiarr grow�h:in � . the doMmtt�rm area. Ft is• desirable to make t#�1s f9nanc�tng available to the �1rx�i� Doerfler Constructi� :Company because of tbe. r��d�to tacrease the nr�er af" r�s�de�tia� . ' � units in dow�toMm St. Paul and because the develt�per has .an excell-rnt tracic record, , � has pledged � substantlal �et wortfi to�-the Author,ity�as-a cond#tion of issr�fng �e � t bands, and ,has furthe� agweed to proVide a mo��gage and serurlty interest �ra va�fous � ° properties:ta. provf.de �ddttiarral guarante�s.. _ � ' � ;;: . _ ; � ATTACHMENTS: ' .:..,:.-� � ' S�'f.f Memorar�du� , � ; � .' ` . Qra►ft City C+�u�ci1' :Resolutian , � ' Rreliminary tlrad�rWr'iting �Egreement � 1�1 fmf'nary 14gr�een�nt . - ` . i �t1 ine of Qperating Pro�ectfions i , { ' List of Prt�sed C�nstruction _ � �� Port Authpr�i� Resniutit�n No. 117� 3 - - , -; � _ , � � . .. . . . . . .. . . . . . . . . . . -� a. .. . .b