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268996 WHITE - CITV CLERK PINK - FINANCE GITY OF SAINT PALTL Council �T�'.��- �� CANARV - DEPARTMENT BLUE - MAVOR File NO. � �� ✓� � Council Resolution � Presented By � W 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. 1175, giving preliminary approval to the issuanee of revenue bonds in the initial principal amount not to exceed $5,000,000 to finance construction of the Radisson Hotel parking ramp in Block 7-A; 2. Laws of Minnesota 1976, Chapter 234, provides that ar�y 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 $5,000,000.00 and 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 accordanc� 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 aforesaid Port Authority Resolution No. 1175 in the initial principal amount of not to exceed $5,000,000.00 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 Authority to be necessary for carrying out the purposes for which the aforesaid bonds are issued. COUNCILMEN Requested by Department of: Yeas Nays Butler '' Hozza In Favor Hunt J Levine __ Against BY Roedler Sylvester Tedesco 3 1977 �AY Form Approved by City Attorney Adopted by Council: Date , � Certified Passe ouncilltieeret ry � SY�,m �- �' Ap ved by 1+lavor. ate . MAY 6 Y977 Appr ed by Mayor for Sub 'ssio to Council By BY �UB�isH�o MAY 14 1977 . ' � •�� , ,�."L ;6��:� � PRELIMINARY AGREEMENT TIiIS AGREEMENT, made and entered into this 19th day of April, 1977, by and between the PORT AUTHORITY • OF THE CITY OF SAINT PAUL (�"Authority") , a public corporation organized and existing under the provisions of Minnesota , Statutes, Chapter 458, and a redevelopment agency within ... - the meaning of Minnesota Statutes, Chapter -4��;�. and Radisson Hotel Corporation, ("Radisson") , a corporation organized under the laws of r�iinnesota. WITNESSETH: - WHEREAS: A. Radisson and Authority intend that a public parking facility be constructed on premises described in Exhihit A attached hereto arid incorporated herein by reference, said ' facility and premises (excluding certain air rights and easements to be held by Radisson) being hereinafter called "Project" ; . B. The parties hereto intend, subject to the terms, covenants and conditions herein con- • tained, to enter into a Lease (hereinafter called "Lease") of the Project under which Radisson will provide for the construction of the parking facility and subiease the same under an agreement ("Sublease") with the City of Saint Paul (the "City") and the Authority will finance the acquisition, in- stallation and construction of the Project through the issuance by the Port Authority of Commercial Development Revenue Bonds lhere- inaf ter called "Bonds") pursuant to Iyiinnesota - 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 Authority agree to negotiate the Lease and Sublease in such form and tenor as are required to effectuate the intent of the parties hereto as evidenced by this Agreement, including without limitation the provision for the following: - - (a) The Lease and Sublease . terms will commence on the nominal date of the Bonds and will extend through at least the final maturity date of the Bonds. (b) The Company will not be -obligated to pay any rental under the Lease but will be obligated to provide under the Sublease that all net revenues derived from the operation of the parking facility shall be paid directly to the Authority. � � (c) The Sublease will provide that the City will cause the Project to be maintained in good worY,ing order and free of liens to the extent provided in the Sublease, and that on or before termination of the construction period liability and property insurance � with respect to the Project in amounts and against risks customary with respect to such properties will be procured and maintained in the City's name and in ._ . ' the name of Radisson and the Authority and that the City will pay all taxes (if any) , assessments, and other � governmental charges that are or may become due with � respect to the Project. (d) The Authority will acquire the premises in fee from the Housing and Redevelopment Authority of the City of Saint Paul ("HRA") subject to such air rights and easements (nu�^chased by Radisson directly from the HRA) as are necessary to entitle ___.. . Radisson to construct a hotel on top of the park- ing facility, and Radisson will provide for the con- struction of the public parking facility thereon and in conjunction therewith for the construction of the hote 1. (e) Prior. to the commencement of the acquisition or construction of any part of the Project, Radisson will �ause to be filed w�.th the Authority and approved by its , � duly authorized agent (i) the Plans and Specifications for the Project certified by an engineer registered in the State of Minnesota, (ii) payment and performance bonds for the work to be undertaken (with Radisson and the Authority named as co-obligees) , (iii) all construc- tion contracts, . including any installation contract, (iv) such builders risk, installation floater, and liability insurance as will fully protect Radisson, the - .� contractor and 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, (v) waivers from the general contractor and all subcontractors and suppli�rs of alI rights against the Authority for damages to property except such rights as they ma.y have to proceeds of such in- _ _ surance and (vi) such other assurances as the Authority may reasonably require to establish the cos t of the Project. Al1 construction contracts entered into for constructing the Project desczibed herein shall . include provisions that the wages paid to skilled and unskilled labor shall not be less than the prevailing wage rates currently in effect in the City of Saint Paul. - (f) The Sublease shall provide that the parking facility shall be operated by the City itself or, with • _ , consent of the Authority, by Radisson or some other third party under an operating agreement, as a public parking facility on a "first come, first served" basis under such conditions as will assure that the Project will be exemFt from ad valorem property taxes and will . qua�ify as a public parking facility under Section . 103 (b) (4) (D) of the Internal Revenue Code.. � ` 2 . Upon negotiatian of the details of said Lease . and Sublease and final determination of the terms of the Bonds, the Port Authority shall thereafter issue said Bonds in accordance with the terms and conditions set forth in an underwriting agreement; provided that: (a) Details of the sale and issuance o.f the Bonds to be issued by the Port Authority shall be subject to final approval by Radisson and the Authority. _ _ (b) Issuance of said Bonds shall be sub�ect to the issuance of the approving opinion of Briggs arid Morgan, Professional Association, Bond Counsel for the Port Authority and for the City of Saint Paul, and the furnishing of all documents, resolutions, agreements, financial information, certifications, and representa- tions necessary to the sale and delivery of the Bonds, including tYiose which are customarily used and those which are customary and necessary to comply with aII state and federal laws, regulations, rulings and decisions. � , . ..• - . � 3. This Agreement is subject to the approval of the City Council of the City of Saint Paul as provided by Chapter 234 of the Laws of Minnesota for 1976 . � IN WITNESS WHEREOF, the parties hereto have caused • these presents to be executed as of the day and year first above written. � In Presence of: PC?RT AUTHORITY OF THE CITY ' OF S NT PAUL . � r _ � � By � � Its /; ' , �, , � , , � � /1.�t��r/ B , , . , t , , , , � (�orporate Seal) . � . . In the Presence of: RADISSON HOTEL CORPORATION ' �� By Its . ___.— By Its (Corporate Seal) . � Resolution No. 1175 RESOLUTION OF THE PORT AUTHORITY OF THE CITY OF SAINT PAUI, x � WHEREAS , the purpose of Chapters 458 and 474 , Minne- sota Statutes, , (hereinafter called "Act") as found and deter- mined by the legislature is to promote the welfare of the state by the active attraction and encouragement and development of economically sound industry and commerce to prevent so far as possible the emergence of blighted and margin�.',.. lands and areas of chronic unemployment and to aid in the development of exist- ing areas of bliqht, marginal land and persistent unemployment; and WHEREAS , factors necessitating the active promotion and development of economically 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 Radisson Hotel Corporation (hereinafter re�erred to as "Company") a„request that the Author- ity issue its revenue bonds to finance the acquisition, in- stallation and construction of a public parking facility (here- � inafter called the "Project") to be leased by the Company from the Authority and si,mu].taneously subieased to the City, all as is more fully described in the staff report on file; and . Wf-iEREAS , sai.d public parking facility is deemed de- si.rable to help meet existi,ng and projected demands for public parking facilities in the City of St. Paul in a development dYStrict to be establ�,shed by the Authority under the provisions of Minnesota Statutes, Section 458.191, Subdivision l; 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 popuiation, and said Project will assist the City in achieving that objective. Said Project will help to increase the assessed valuation of the City and help maintain a positive relationship between asses�sed valua- tion and debt and enhance the image and reputation of the City; and WHEREAS , Company has represented that in conjunction with the construction of the Project, Company will construct a hotel to be located on top of the public parking facility; and WHEREAS, the Project to be financed by revenue bands x wi11 result in the employment of additional persons in the new _ � facilities; and NOW, THEREFORE, BE ZT RESOLVED by the Commissi.;,ners of the Port Authority of the City of Saint Paul, Minnesota as follows: l. On the basis of information available to the Authority it appears, ar,d the Authority hereby �inds, that said _ Project and hotel facilities constitute properties , used or useful in connection with one or more revenue producing enter- prises engaged in any business within the meaning of Subdivision 1 of Section 474.02 of tYie 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 said hotel facilities , and that the effect of the Project, if undertaken, will be to help - - meet existing and projected demands for public parking facili- ties in the City, encourage the development of economically sound industry and commerce and assist in the pr�:vention of the emergence of blighted and marginal land, and wil.l help to prevent chronic unemployment, and will help the City to retain and improve �ts tax base and provide the range of services and employment opportunities required by its populati.on, and will. help to prevent the movement of talented and educated persons out of the state and to areas within the s tate where their services may not be as effectively used and will result in more intensive development and use of land within the City will eventually result in an increase in the City's tax base._ 2. Subject to the mutual agreement of the Authority, the Company, the City and the purchaser of the revenue bonds as. to the details of the lease and sublease, and other dacuments necessary to evidence and effect the financing of the Project -2- ' r . , and the issuance of the revenue bonds, the Project is hereby approved and authorized and the issuance of revenue bonds of the Authority in an amount not to exceed $5 ,000,000 (other than . such additional revenue bonds as are needed to complete the Project) is authorized to finance the costs of the Project. 3. There has heretofore been filed with the Author- ity a form of Preliminary Agreement between the Authority and Company, relating to the proposed construction and financing 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 any temporary financing thereof with the assurance that there has been suffi- �- cient "official action" under Section 103(b) of the Internal �- Revenue Code of 1954, as amended, to allow for the issuance of long term industrial 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 Author- ity are hereby authorized and directed ta execute said Agree- ment. Upon execution of the Agreement by the Company, the staff of the Authority are authorized and directed to continue negoti.- ations with the Company and the City so as to resolve the remaining issues necessary to the preparation of the lease and � sublease 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 within the meaning of any constitutional or statutory limitation and sha11 not constitute nor give rise to a pecuniary liability of the Authority nor a charge against the general credit or taxing powers of the Authority and the City 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 or interest thereon. 5. In order to facilitate completion of the revenue bond financing herein contemplated, the City Council is hereby 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. -3- � � ' � ! ` ��`�� _ _'�,� Adopted � , � President The Por Authority of the City of Saint Paul Attest � .� , . S cretary -4- � • OM O1: 9/8/76 , � � � EXPLANATTON OF ADMINISTRATIVE ORDERS, � RF.SOLtiTIONS, AND ORDINANCES ��•.�-�,�y�� Date: April 22, 1977 ' TO: MAYOR GEORGE LATIMER FR: Eugene A. Kraut, St. Paui Port Authority ��`: RE: DOERFLER CONSTRUCTION COMPANY � LOWRY HOTEL PROJECT $3,500,00� REVENUE BOND ISSUE . ::::ACTION REQUESTED: � In accordance with Laws of Minnesota 1976, Chapter 234, it is requested that the City Council 6y Resolution, a draft copy of which is attached hereto, approve the issuance of up to $3,500,000 in revenue bonds for the remodeling of the Lowry Hotel project. At this time it would appear that the bond issue would be for $3,260,000. It is requested that approval be granted on up to $3,500,000 because until the time of closing the actual interest rate and the effects on the soft casts which may be caused by variances in the calculated rate may require a bond issue larger than $3,260,000. The construction fund, however; will not be increased over $2,650,000. Any costs above this amount required to complete the project will be paid for by the ``:tenant. It is requested that processing of this application for approval be expedited ,:. because of the requirements by Robert Short that the sale of the property be closed : '�;not later than May 25, 1977: �PURP�SE AND RATIONAL� FOR THIS ACTION: � : '�-The Lowry Hotel presents an opportunity to create additional downtown housing at a - �: relatively 1ow cost per unit. . The City of St. Paul and its various agencies and departments have been endeavoring to create additional downtown housing to spur other � '' developments for some time, and this project will contribute to population growth in the downtown area. It is desirable to make this financing availabie to the Virgil Doerfler Construction Company because of the need to increase the number of residential units in downtown St. Paul and because the developer has an excellent track record, has pledged a substantial net worth to the Authority as- a condition of issuing the bonds, and has further agreed to provide a mortgage and security interest in various properties to provide additional guarantees. ATTt�CH_�IENTS: • __-, ' Staff Memorandum Draft City Council Resolution Preliminary Underwriting Agreement Preliminary Agreement Dutiine of Operating Projections List of Proposed Construction Port Authority Resolution No. 1174 - `PO .RT � �i �lY1�IORITY OF THE CITY OF ST. PAUL � Me�norandum TO: Board of Commissioners DA7� April 15, 1977 Meeting April 19, 1977 FROM: E. A. K�"a� �_i� �:\ �� SUBJEG"I': 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 follows: 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, 79,87 The abov� based upon a 25-year lease from the nominal date of the bonds, wi11 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 6q interest. , Board of Corr�nissioners .�`��'� . � Apri 1 15, 1977 Page -2- Attached hereto is an operating cost projection. These projections indicate a potential gross income of $557,360 when fully occupied, producing a cash flow of $346,915. Based upon our discussions �vith various representatives of local financial institutions who have previou�ly done business v�ith Mr. Doerfler, it is staff's oainion that he is a capable and financially success- ful developer, and with the rents to be paid for at least a 3-year period by the City of St. Paul feel confident that this project is a feasible one. The _ costs of remodeling are attached herz in a construction recap provided by the Dosrfier 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 �o approximately $1 ,600,000. Mr. Doerfler, in accordance with the requirements of the Port Authority that all funds be on hand at th� bond closing, has agreed to provide $Z00,000 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 wili be an additional $133,000 in cash or other pre-bond closing expenditures. t�1r. 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 wortn at $3,053,950. Doerfler'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 the three properties listed below: 1 . 1905 Wilson Ave. (41 units) - equity $253,000 2. 1835 Wilson Ave. (50 units) - equity 425,000 3. 1871 Wilson Ave. (50 units) - 2quity 395,000 TOTAL $1 ,073,000 This security interest will be subject to release with the consent of the Board of Corr�nnissioners of the Port Authority when the net income from ooerati�ns of the facility before d�bt service is equal to the maximum annual debt service requirement to service the bond issue debt. In addition to this security interest, tne proposed agreement with Vfrgil Doerfler Construction Company, Incorporated wi11 be p�rsonally guaranteed for tne duration of the bond issue by Virgil Doerfler. We attach hereto the financial data fiurnished by Virgi] 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 Minnesota Statutes Chapter 458, and it is recomme�ded that the sale price when the bonds are amortized at t�e 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 r�r�tal 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 und.er Resolution No. 1174 and sale of the property under the terms outlined above. EAK:jmo Attach. `�'i1TE - CITV CLERK � PINK - FINANCE G I TY O F �SA I NT PA LT L Council � � CANqRV -DEPAR�TMENT BLUE -MAYOR � � . F1I2 NO. . . � Council Resolution 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 preliminary 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 8q, 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 hereay consents to the issuance of the aforesaid revenue bonds 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 8q, 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. : COUNCILMEN Yeas Nays Requested by Department of: Butler Hozza In Favor Hunt Levine Against BY Roedler Sylvester , Tedesco Form Approved by City Attorney : Adopted by Council: Date Certified Yassed by Council Secretary � BY By Approved by ;�layor. Date Approved by Mayor for Submission to Council By BY ._�_._._. r:_._�... _ ___ . . T..___ __ - --- ,.. . .... ._ _ _ _.__ . - ---._ -_.�.�.� __�.�-s._. �.�_...___ , , NORTHWE�STERN FINANCIAL CENTER, 7900 XERXES AVENUE SOUTH, MINNEAPOLIS, MINNESOTA 55431 1' • �� 8RANCH OfFICES: ' � 1 M�nneapolls,Mmnesota 55402 � i�� r � �aJotla,California'92037 1001 Northwesten Bank BuiiCmg j 1 1200 Prospect Street Suite 150 Ch�cago.Illinois 60604 (714)459-2661 209 South La Salle Street,Suite 709 A�v�� ` (312)346-9aa6 L j MUNICIPALS, INC. ' TOLL FREE OUT STATE B00-328-6122 TEI:612-831-1500 TOLL FiiEE IN STqTE 1-B04B62�002 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 information 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 hasis: A. The Bonds shall bear a date of May l, 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- cipal and interest 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 l, 1977. _ __ __ _ . ' .. ' � ' iller & . � 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 102a of par value at any time on or after May l, 19,87; at 101% of par value at any time on or after May 1, I992; 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 � Band issuance expense (estimat:ed) 25, 000 Underwriting (96) 130, 400 Total $ 3, 260, 000 E. We will pay $3, 129 , 600. for th� Bonds upon their delivery to us, together with accrued 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, covenants and conditions �aere 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 bir�ding upon all parties hereto. If the foregoing proposal is acceptable to 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 - fl � • � iller & . 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 Saint Paul this day of Aprilt 1977 . `,� � By � -� Accepted by Doerfler Construction Co. , Tn�. this day , of April, 1977. By . I • . . , . � ' - . . � ' ADDENDL'M 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. � . l. 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 mutual.ly determined by the � Issuer, the Underwriter and the Company and wi11 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 thar� 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 Bonds upon their delivery to it if the Bonds are deliverE�d 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 inter•est 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 preparation 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 �vill 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 misleading 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 Underwriter. . 6. Between the date hereof and tY:.e date of delivery . of the Bonds to the Underwriter, there �.hall 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 oz� 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 counse?, 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 fees 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 documen.ts 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 nothir.g 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 required . by the Bond autharizing resolut'ions; arid (c) auditing of Port Authority accounts by a qualified Certified Public Accountant. 10. Upon delivery of the Bonds to the .Underwriter, the Underwriter shall pay to the Issuer the purchase price of the Bonds plus accrued interest from their, 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, pravicled 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 . registration prior to the Closing Date, we may accept and place the Bonds at our option, but are iiot 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; ' . • :i '±t' ' .. i . . ` ' . • .'; - . ' . . . , I ; � • � ' ,: • �. • � � � DOERFLER BVSINESS OFFiCE �� ` r' - :� f .. . 1885 V'�ILS0:1 AVENUE•SNNT PAUt,MINNESOTA 55I19 � ' . .�� ` . ... . • � i: . I617J 735�0018 l . . . . . ' . • ' • .: . ''• � �_ : : : : ' .. � . . ' :� . . ` . � . rlarch 30, 1977 . : ; . - . - . . � . ' � • � `!� . . � . � . . . � ' � � .. . . : � . � ,.<:•ESTIMATED'�OPERA,TING STATEidENT _ � . ' � ' ' . _. . � �. .�:;LOLJRY OFFICE. BUILDING . . . . . . . . . - .. 339 Wahasha St. . � • �• ' � : -, ' . � . . . ��St. Payl,' �Iinnesota, . � . . . � . .. � I\COLiE � � �. � � � � ; j ..Month?r .' � : : , ` � , • ��Annual �� lst Floor -- �Restaurant, bar.and lounge. ,: � $.4,000 � � • � • � ` Bookstand . � 480 : . - . � ' '. .' Ayailable Space i � f 1 200 � } • � . � Available Space:� • . : ' : • : ' . 2,200 .: ' • , . � � �..$ . 7,880 . �.$ :94,56Q� ;� 2nd Floor -. Rental . ` •, ,' . . . . � , : ;$ 104,OOa' j ; . � • � , i . � , . , . ., . . . . .. . , . . .� . � . • . �` Apartments� - 3rd;� 4th� Sth Floors• : � ;� Per Unit ,� ' � '. • � • ' :: 99 � Ef ficiency � '` $ 105 � •�$ � 10 395 � , � � $ 124,740 � ►� •`.- 3 2 Bedroom - ' � . �230 690 . � . :�8,280 . S � 3 � � - �.'. �� 1� Bedroom' ` ••�� , � ;185 . S55 � . 6,660 � . . �Apartments� - 6th thru lOth Floors�' � '. . . �:� 5 � 2 Bedroom � . � ;' � ,. . .250 � 1,2�p -- � : 15,OOQ• : _'''. � ..,'SO . •�1 Bedroom .• `: , ; ,.. -I80 ' . 9,0�0 � 108,�00 �� , -,•':. `.::�25 � . - Efficiency . . :. :� :160 �` ;�..` ` 4,000 ' � � � �.48,�OD0 � �;.�:'. ,•: 15 � Efficiency� :..�; . ��• I50 : :_ 2,2�0 � • 27,OOd�.�:.�': : " ` Apartments - llth Floor �� Y � ..; � � . � . ;, 3 : , 2 Bedroom . � . �350 ' � 1,0�0 . 12,600� • 203:Uaits , ,. . ' �' . 1 �a ' . . �' . . . . ' . . • �' �. . . . . . . . ,. � . . .. • _ �Laundry� (203 Units x��$3.50 guaranteed.)� � `' .7Z0 � � 8,52Q� ' ' . . . . ,� , . . :; . . . . : . . $ 557,360 ,i , . . i . -EXPENSES� � ' . ' _ `° _.} � . . . , - :;.. �� Utilitie§i : ' � � � � , .$ ' 46,000. ' Payroll _ . � �� ' _ � . � 20,000�; .. . "� � Ma�.ntenance , . . . � � 12,000' �; _ � :, ; � � .�: , . . License &: Permits � ` ,�: t . . � . �.. '� - �1,000 . . .• Real Estate Taxes . � . . . . � . 80,000� - . . ' . . Rubbish Removal � :, , • �;.. • . . _ • � . � . � 5,0�0 ' . • ' Insurance ,�::.' �' , . . . . - � 10,000 �_ � � .� , � Advertising: . '' � . . . 2 000 . , . . : .. ' - . - � `' . .. . riiscellaneous - � ' � . . . . . .. .. .' • : 6,300 . � . Management Fee S% ' � . . � ' ' 28,145 ' - . . . . ' . . . . . - �, . : . . . . : �$ 210,4+5, � � • . . . .. . . ; . . • . . - . .. . . . . - . ' . . . : . . ` ' : . �� CASH FLO:� � . $ .346,915 . . . . ' . . � � ' � � � . : . � : • ' _. �� .. . , . ,:� _ . .. . � . - .. , , � Y . .. _ .. . . . . . f. .. • . . . . . . .. . .... . . ' � ' ' . . ' �. �r ' • •' • .. r. . � ' , • . . : " . �. . . •�' . .. � � . . .. : • . . . � • � • .. •• ..., � :.. . L� , .' • � � . � , � � '� - ..a ♦ ' . . .. � . ' .. . . - ' . .• • . . . . ' _ . � , . . . • . .... _.�.�.�--.� .......... ............. _�...,.....�T... ....,...�. .,..._.�....__ . �.,..' .. ' t ....' .. . , .. ..... ..• .�.....__...�.. ., ......--._. . _.....�,.� .. �..�._...��..�..._ ,._ .......i y, �• : :,� .•.. ` � :i � • . . ' . - ' .i. . . .;: . . .. , . i ., : �. • .... ., .. . � - _ , . �' e . • 'DOERFLER BUSINESS.OFFICE � � � � � � '�� ' • • : • . . .''IS85 WILSON AYENUE�SA1NT PAUL,MINNESOTA 55114� "� � • ' i : `ti:; . . - .. . � � .I612�735-0018 ' ' . . . . -,' . . �� . ' - . ' •. " ' .1' � R . � . . � . , ' � . y - � � • � ..1 f . '` '-� • .• •• , • ' ` .. � - � • •.� � • i. . . , . .. � �� ' • � ' . . - . " . . � _ • � •'; ' ' . . .'-;�CONSTRUCTION RECAP ; ' . . � '. � - , r; . _ . . . • . . : . . , i • . r .. . . . • . ._ . . _ . ' . . • . . ,.' � �•LOWEtY �HOTEL � : ' : . , � � `�� REA'IODELII3G . . � . . > . _ .. : . . .' . � . ,' - . ' • . � �� ; .,�. ' ' . - � . .. �. � � ::, .:..• . : : :• ',., : � ':� � ,, : ; . , . � - + F. , Contra`ctor: Doerfler Construction Co , �Inc. • ,�: s . .. � �. �� ,� ,. .. � �;. Item� � � } + Cost � �� _{ �. � ; Carpet•.: `. '` � , , d ;', ' $. 80,000 �: R � � �.Elevators. (2) , . � , . 220 000 . . : � �,� : � . , . . ., . � � ` .. ,� !'-Reconstruct.Fire Escape. (lst t�. llth Flr.�) � ''�II8,000 . � .� _ ; �Cabinets �. �� ' = J. ` 32,000 • . . . . .:�L .. Demolition � . � �2�.0,000 � �` Ceramic '• ' ; � � �2b,000 � . ' � _ ' Bathroom Fixtures � �• �- , :18,000 � ' I.abor , .. s . '•, � ;' 158,000 �. _ , . �> ..� �Plumbing�,' -Bathrooms. &.Kitchens:� t - + '�. � � . 49,000 . � , � � ' � :,..: .`Smoke Detectors ';, . . �.� • �15,000 . ` . � ,;,,: ` .Fire Alarm � � � '�' ' SI,000 � ; � .Dr all � . . .. �'�, � � � . . �" yw . ' � k ;,• � 120,000 r. . . Electrical' � . � ► � • �> . gg . . . . ,, '� ,000 ��'� � �Heating . � . . . . i t ,' � �30,000 ' . :. . .. . �: ' Painting � � , � . p . � 35,000 � . - - . F� � , � .. Doors �& Hardware '' �� 40,000 � � � •'•�� - � { t. .. • - . . . , ,: Appliances _ .. .; '. � �� ' ,50,000 ,' - . � . .Windows (Outside) , '' . + • � ��48,000 , . . ' � ` � ' ��Architect . . - � � �'' � = t '` 50,000 • � ' - ' .�' x �:: - � Doerfler Const:.Up�.to Date �Expenses � � `42,000 - � .� � .,;:; - � � Lumber . ' } . . � � �20,000 �. . � � . .;: �y � •• . .. . . '� , , � � ` . .• r . +t . ` f '$ •� �JOO o00 • . • . .t �- . . _ . ' 4 . . . ' ! f - . . . . . � . � ! ; ,�•. . � �i. . `.., '' L ,. � '` �. A , . , . . . � . : .�; ,. � ! !� ,_ . � . .r � �� * ' . _ . • - .. ��t a� � , ' ' � .. • . , .'i i ,-' . •. . . . � . �t � , ,'_ � ' : ' _ , � ' :� . � . . , � .. ' . •� i ' ''� • . . . . . ' � . - . � . , � . , � • . . ... . , . ,. .. . � � .� . .. � . .. .. . . . . . ... . , . .. ..�' • . , . . � : - : . �. . �' . .. ,i - . , - - - � • . .. . . ' . . : .. . . . • . ' �.. . : ^ . . � . .. : , . ... . '. . � - � ' ,:, . - . . .. • , ..• . ... . .j .. ��. ... •.. � . • .. . .• . . . � , . � ' . . ' . � ' ,� . •. . . • . ' ' . •3� , . � , • ' . � • . • . ` . . ' . � . .. . . � � . / ' 1 � ' ... ' . . _ ' .. ' ' . ,t' � • • • . � • • ,. ', { , � • •. ..' � ' ' _ _ . ' • � ♦ . . •�. . . • ' • " , • .. . .. , • � � ' •. • '• . . . . � •• ' •• ' • •• (� - •%� . • . • . , � . " ." . . �� . �,1' •1 : �: . . � � � . - . ' �' .�..��.�"�..��".��..��•��.��"� ..��. �.....��'�'.. .. —. �.�r'..�.�.�..--. � .....�....'"��.�� .� . �..._......�•",��..�.. ��_.., .� �..�.. .� —. �..��.��. • • I ti . . _ . . , � _ . . • _ ,. • . � � , • . .. • . ' :- . -��::. . �.. . �; ' : . : . , . . . i . - - � . '. . • . . ; �` � ' - '. ' '�� a �� ' _, �: .3°:•'.�;: . . , • . . . j . - . . h ��, ' ^ t. . _ . 1 . . � ° .. -� _ , � . . . , . . . .� � - � . ' . . •r ' 1 . � . . . • j' �' , .. ,' . . ��' . .. . . . � � L� .t'. 1.� . . . ' .I � . - . . •- ... _ � � .. , . . , . ..•J t • . � . . - ' � , • • . ' . 'Y�' . .. � � '. •. � .r ' . I • ' . . . . . . �,'' � • `LOWRY HOTEL. . , „ , . . '. ,.•, � . . _ ' , .. . . • • a . _ . , . . . • . . . . � . •.c . . : .. , . ,..�. ..; '•• ;. .,. �.� �'. . . . . . � . . , . .. . , ' . .. . . ' t �..CONTRACTOR: Doer£ler Constructiori�Co ,;, Inc:. .. �� , '. ' . . � � � � .. . • • . _ • ';' ;:, ; t . ' _ -;�. � • ' • . � t• . - . . . . ' � T1 't '� ; ''� . • • .,. j' ` ` . ti .� l �� ' • . � . T t I• . . _ -� �4 l�. a . . � , . . . , � ... • - � _ •� i . � ' ' . .. , ' � � t ' I '2 . - . '• ' . {•. � � . . . . . .� ':• � ' . . . . �' - Y .Purchase Price af�Property� , ' � $ .�1;250,000 � . � ' - 'Y Remodeling Cost . : j.f , • �` :.1;500,0�10 . . _ ' , : �� A . " , .. �t �� F a '� $ ��2,7SO,OOO ' . ., ' • r .;.. 'F .. '!• '• . , _ .� �, • � . . . ' • • .;' *` � . Less .lst Mortgage � � K ; ' � ,$. . .1.,500,000 : . _ � ,�: � . 2nd Mortgage, -City of St.'.Paul � � •1,000,000 . � . � ---;- .: :, . : . . �. �. . . . � . . . . ,� !. . � � . � ``3, :, :' TOTAL PIORTGAGE. PAYABLE � �::� ' �. .. . . $ ' 2,500,000 - . � . ,. �N .� •• : . ' � t � : . . � � ', ' �. =. � �. :.EQUITY OF OWNER � .. '`� ., �' � : $ `250 000 . . . . • : ' ; :�•. � . . •. .. .�, ..,. ; , � . , . . . . • . � -� � , ,. .� � � � �: 7�. � j � , ; ` '. • . •' e: � .. ; , � .� , j - • .:, � `�. . • • _ :.� _ . ;, . ' >.'�, 'y �,� � . • . . I • � h '' � . �� . . - . -ie- � . . . �.t : '�.. � . . . � g r i �. J '�, 'T . ... � .. . . . � i . , � ��. r ` �.15 ' r� 1� t. ` . . . . . . ., �. i+ :1 , . . } j t j } � . . �' ,, � E, t .� ti. r a> > L � � .. • � �- '�{.. � � .i= � . .- . . . r �ir �. . ,•�•• ��' � 5 �. t .i; _ . • ^ .. .� , , i��. i .r � . �r;. .�� • ... ' ` . . r � i. ,.. � � ,, '� , .. - • � � • � ' t, 4 ' ,i � . t• 4 . . . • •� :r 1.. b . � � ... : . � � . . .. � �, . . ' - . . , � .. . . � . . . ,' . . . .� • � , . • . , • ' • . . '' . s.' �. . �1. • . . � . . ' • T . ' � • � . . .. , � �'. t' t � . . � .. . . • . . . . .. � `.: •. . . . . . • . • • � . �+ ' . . , ' . ' ' . � . � . . . . . � � � ; . � . . .. ` . . . . . . . . . � . � . . , • • . • , . . . .. . . . . � . . . • ..• .. �• . .: ' ... . . • . �. . . r . . . � ' .. � '1. ' . ... • - •. .. . . � . : - `_ : ' . ... . .. ' . .. • � • , . . • � � ' . 1 , ... . ` � � � . � • . �� . •_ ' • . t � . 1 •� . . � '� � ... .t' . •� ' �� . . ' � . . ,.. � . ' � � . . ' . r . . . • . : . ♦ . . �J i .. ,.. • . " ' 7� - •. ./.. . _: , ; � . ., ' . , . . . � . . ' �� . . . ., . . . .. - .. ! •' • , ' . . . . . . . . . . . • . . -� ... . . . . .. � . . � . '. . . . . � , . _ . . .. . . . . . � � . .. , :' ._:..._ ..._.... ... ... ....� . • -. • , . . •. . . . . .. _ ....._... . .�._..�� .... .. • . � .. .,, - ,a • . . . .... ....... . .. ......... .. ....._ � ._,....�. .. . . ... � .. . . . � , - , • . , , • �; � . Resolut�,on No. 1174 RESOLUTION OF THE PORT AUTHORITY OF THE CITY OF SAINT PAUL WHEREAS , the purpose of Chapter 474, Minnesota Statutes, known as the Minnesota Municipal Industrial Develop- ment Act. (hereinafter called "Act") as found and determi.ned 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 Iand 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 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 population, and said Project will assist the City in achieving that objective.. Said Project will help to increase the assessed �Taluation 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 � , , �, � «iEREAS , the Project to be financed by revenue bonds will result in the employment of appro�imately eighty persons in the new facilities; and WHEREAS , 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 IT RESOLV�D by the Commissioners of the Port Authority of the City of Saint Paul, Minnesota as <� " follows : � - l. 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 economica�.ly 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 agreement of the Authori�:y, 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_ J , 1 . , �r�' " . - ,,. ., f � 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 fihe 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 resolutiori 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 neither 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 hereby requested to consent, pursuant to Laws of Minnesota, 1976, Chapter 234, to the issuance of filze 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 G�liLc� %9� �/C7 7 �' _ . Attes � � ' .� Presider�t � The Port Authority of the City � . ' l� of Saint Paul ecretary -3- •. ' PRELIMINARY AGREEMENT THIS AGREEMENT, made and entered into this 19th day of April, 1977, by and between the PORT AUTHORITY OF TfIE CITY OF SAINT PAUL, a public corporation organized and existing under the provisions of Minnesota Statutes, Chapter 458, and a redevelop- ment agency within the meaning of Minnesota Statutes, Chapter 474, hereinafter called "Port Authority" , Doerfler Construction Company, Incorporated, a corporation organized under the laws of . Minnesota, hereinafter called "Company" , and Mr. Virgii Doerfler, hereinafter called "Doerfler" ; WITNESSETH: WHEREAS: A. The parties hereto intend that a building located on the premi.ses described in Exhibit _ _ A attached hereto and incorporated herein by � reference, be acquired and renovated for use as a reszdential 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 . 1 , 1 Project in the foxm and tenor customary with respect to industrial revenue bond financing i,n the State of Minnesota and to finance the acquisi.t;ton, installation and construction of the Project through the issuance by the Port Authori.ty 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 cantained, 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 sha11 extend through the final mat•urity date of the Bonds. (b) The Company shall agree under the Lease to make monthly payments commencing on the first day of the month in the amounts set out in said negotiated Lease, but in any event sufficient to pay when due debt service on the Bbnds. • (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- ' 4 (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 ta prevent the Bonds from becoming arbitrage bonds under Section 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 equi.ty 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 wi11 cause �o 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 the 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 Authority 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 Doerfler. will execute a Guaranty in a form to be agreed upon by and � between P4r. 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 shall 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 doeuments, resolutions, agree� ments, financial information, certifications, and representat�,ons necessary to the sale and delivery of the Bonds, including thase which are customarily used and those which are customary and necessary to comply with all state and federal laws, regulations, rulings and decisions. 5. Regardless of whether o� not for any reason the Bonds are issued, the Company shall unon 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 parties 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 � ; � c�..�`-� l ' /�:-�'�t/ By / ` c�_ zts � ,�� ,,: :i ii�'',f / , ''� ,'; BY ..i .,�''`''�(Corpprate Seal) S . . ` ``,` /,i�� ,; , � , , : ' �'��•�,, '',, .,, � ;, . '' . ''��, 'r � ;i��,s '' �,, , �''i�,t�,ts��>>>' � Tn the Presence of: DOERFLER CONSTRUCTION COMPANY, TNCORPORATED By - - Its . . By 2 ts � (Corporate Seal) ' �7- ... � � . ,_. . In the Presence of: Virgil Doerfler -8_ . , � �r,` ., � •1- w . � � . � � -�^rtt�;��"5'�� . : 'i 1� � � � , �..�r.- . , EXHIBIT A PROPERTY LOCATED IN RAMSEY COUNTY, MINNESOTA Lots 11 and 12 and the rear or Southerly 25 feet of . � Lots 1 and 2, Block 21, City of St. Paul� CommOnly ' referred to as . "St. Paul Proper" , according to the � plat thereof on file and of �ecord in the off ice of � the Register of Deeds in and for �tamsey County, Minnesota, together �aith 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 Stats 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 Farty 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. Ord�aay, parties of the second part, and filed for record in the office �of said Register of Deeds on Sept. 4 , 1909, and recorded in -_ - Book 60 of Miscellaneous Records at- page 579. . , �� a .r , ; � . _ Ori Ol: 9/8/76 ; .-- EXPLANATIO�I OF ADMINZSTRATIVE ORDERS, C�'�%7• l�/l�(i0''�/J�- i ' RESOLUTIONS, AND. ORDINANCES ;� . ��:�� :;:,.• _ �. . i.. « Date: , Apri 1 22, 1977 �� , , . �� - � �� TO: MAYOR GEORG LATIr�ER " � ' ;.`. . ._ . � - - , ^ _ ;. . ` . . ,� : � . . FR: Eugene �A.. Kraut, t �u�'i Port Authori ty ` � -�. ; . , � , •.. , .,, � �ry , : � �� RADISSON HOTEL VPARKING RAMP � � - PRELIMIN�kRY AGREEMENT ��: RESOLUTION N0.-� 1175 = - 5.�I ��a�y y � F . � '�`'�' ,y -��1},�,'M"��-��.. ' 4 4 :• . ' � V }' Y.� j' ) ,. Y � . . 1� i�..,,. �,e.y f��r � +. ��, !,"�� Y�i �'N,�� . � '.x . ,. a^'e�.:'r , p•F„ n:. ;t " . �:. _ t 2 'S � i�� y ..,1 . . .,aY f r � � Y� � . �' f�� ,. .�� } , . . � � - � i - �;ACTION REQOESTED: `` , , � , , . , . . . r . ;, . . __ . , :_� __ . . , '' "rn accordance with Laws of Minnesota 1976, Chapter 234, it is requested that the L'�? ' ; �. City Council by; Resolution,_ a draft copy of which is attached hereto, approve the �issuance of up to $5,0OO,OQO in revenue bonds for the above-named project. It is �. .desirable to make this financing available in order to provide for the �onstruction ' of a public parking ramp financed by this bond issue, constructed by the Radisson , Hotel and subleased to the City of St. Paul for operations, to facilitate the � development of downtown St. Paul ,' more specifically the Radisson Hotel in Block 7-A. ' � :�. ei`�^ c` + i 4i' ` `a 9.:. � �� i F�d s t � ,^ y : { y j `'r .: � fi V ,a{ .q 5 y �� ,i �.Ad 'f I �.:. o J t :: S � r 1 ; h] !F `�s{ } .. a, J N.r �� . . i�f Y ��,� , �.T � t+ ' . 'ji. ' ;C 1 ' � t (Y �-�. L r 4{¢ � 7 1 �� : A d, � r�'� ;� _ :Sy�jd�'� ':' _ '_ ,'. . .�.' ,. .�,:�. ::: �.., �' � �. y �lE ;, . .r. c.� � . � .. .: ., . �'��;� PURPOSE: AND RATIONAL� FOR THIS ACTION � I t •`" s: . - " .;� . `,��.;The Port Authority, at the request of' the City,has approved the financing of this � `;-= faciiity with bonds which will_ be backed by the Port Authority's Accumulated Net , ,�;,�;. Revenue Fund only and _wi11 not, bear the iimited uarantees normal] � ` g y provided under � ' Resolution No. 876 "� ��jn .��ts consideration of-this project the Board of - :, � .Comnissioners approved` it with the knowledge that the Port Authority may be required '_ '" to make up any deficiencies in income during the initial terms of this agree�nent. It � ` has been determined that the most feasible development would be a ramp with at least � 508 parking_ spaces, which projections indicate may ultimately develop revenues which will flow back through to the Port Authority after deduction of operating expenses. The Staff inemorandum attached hereto contains additional details. - . . . . _ , . : ,. . . , , . . . -�' �LTTACFitiIENTS: , '. _ M1 _ Staff Memorandum - Draft City Council Resolution �.�` Prel iminary Agreement : ' _ , . : � Port Authority Resolution No. i175 , .. . . . . ,.. .." ' -. . . ... . . . . .'�._. �"-�.,.. � ,:;4�' .... . .. . . �.��: �: , . � . - .. . ..::•.'. .�".�::... . .. .. . . .. . . .. . . ... . . . . � . .. . - .� ' .. .. . . .. � '.. _. -,�.. . . '. . � '� �. . . . .�� . ". ,-: �: . . .. .., ..� .. . � _� .� � .. ;", .+-: � . . .. � . ... . . �... -_ , ', . . -�... ' . . . ' ., .. --. ,<�.�. :..' � � ��: : ... � ' `.} 4 -: ��: .�, ... . . � , ... .. . . . . ._ _..C]�J . .� .. ��r:�t ��.W_.._ . �_��tea . 3%S r�..Viu. � �,:L�,.O R T . AI� YHORITY OF THE CITY OF ST. PAUL Memorandum T�= Board of Corr�nissioners oATE Apri1 15, 1977 Meeting April 19, 1977 FROM: � " E. A. rau�.. , �-�,� SUBJECT: �,qDISSON HOTEL PARKING RAMP FRELIMINARY AGREEMENT RESOLUTION N0. 1175 Bond counsel has prepared a preliminary agreement in the customary form for execution by the Port Authority and the Radisson Hotel Corporation which will , permit the two parties to proceed to bring the project to fruition. The agreement, the execution of which would be authorized by Resolution No. 1175 , sets up the procedural means of leasing the facility to the Radisson with a sublease to the City of St. Paul for ultimate operations by either the Radisson or other parking garage operators. To proceed with the project it will be necessary that staff be author�ized to employ National Planning, Inc. to update the feasibility study performed for the Housing and Redevelopment Authority in 1975. This feasibility study would review the plans as they are prepared as well as the estimates from the architects and project the occupancy and the income for the term of the bonds. Preliminary discussions have been held with National Planning, Inc. of Detroit, and it is indicated that the cost will be between $5,000 and $10,000 depending upon the scope of the assignment. It will be necessary to advance these funds as well as bond counsel fees prior to the sale of bonds, and it is recommended that the normal deferred bond issue account be established so that these funds are reimbursed from the bond proceeds. We have met with Radisson and HRA officials and are endeavoring to find a way to build a 5-bay ramp rather than a 4-bay ramp which would result i� approximately 110 more spaces. The larger ramp appears to make it possible from preliminary bond amor�ization projections and preliminary construction estimates to have a viable project with little or no short fall and a good potential for income. The Oxford Development project considerably enhances the feasibility. We have received preliminary projections from Miller & Schroeder but cannot determine the actual underwriting until a feasibility update is completed and a rating is negotiated with Standard & Poors. r._ r . w Board of Commissioner.s April 15, 1977 Page -2- � The schedule calls for a construction cost estimate by Ju1y 1 and working drawings by Se�tember 1 . It would appear that bonds could be sold as early as July or August, and if every�hing goes we11 construction could commence - shortty thereafter. The architect for Radisson Hotel Corporation is , Bergstedt, 4�ahlberg, Berquist, Rohkohl Inc. It wi11 be necessary once construction on the parking ramp starts for the Port A!athority to employ a structural engineer to monitor on a daily basis the costs attributable to the parking ramp and payable by the Port Authority. There will be dual construc- tion activity during the constructi�n period and we recorr�nend that we be authorized to make arrangements with the Port Authority consulting engineers, Toltz, King, Duvall , Anderson & Assoc. , for. this service. We recommend that the Commission auth�rize the foilowing: 1 . Preliminary legal and bond issue expens�s. - 2. Feasibility update. 3. Engineering supervision negotiations. 4. Application to acquire HRA land. 5. Preparation of necessary documentatinn. 6. Approval af Resalution l�o. 11�75 and the preliminary agreement. EAK:jmo WMIT'c - CITV CLEfiK� . . � � � . .. � � � . PINK - FINANCE G I TY O F SA I NT PA U L . Council � � � , - � . CANARY - pEPAqTMeNT � - � � � BI.UE - MAYOR File N . � Council Resolution - Presented By Referred To Committee: Date Out of Committee By Date WH�REAS: 1 . On April 19, 1977, the Port Authority of the City of Saint Paul , adopted Resolution No. 1175, giving preliminary approval to the issuanoe of revenue bonds in the _ initial principal amount not to exceed $5,000,000 to finance construction of the Radisson _ Hotel parking ramp in Block 7-A; - , � 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 , shaTl be issued only with the consent of the City Council of the City of Saint Paul , by resolution_adopted in ` accordance with 1aw; . 3. The Port Authority of the City of Saint Paul , has reguested tha� 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 ta 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 n�t more than $5,000,000.00 and 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 bonds for the purposes described in the aforesaid Port Authority Resolution No. 1775 in the initial principal amount of not to exceed $5,000,000.00 at a net interest cost of not to exceed 8�, the exact deta�ls 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 Authorfty, 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 necessary for carrying out the purposes for which the aforesaid bonds are issued. ' COUNCILMEN Requested by Department of: Yeas Nays . Butler Hozza [n Favor Hunt Levine Against BY Roedler Sylvester Tedesco Adopted by Council: Date Form Approved by City Attorney , Certified Passed by Council Secretary BY By �� Approved by 1+layor: Date Approved by Mayor for Submission to Council � By By . . � ,., PRELIMINARY AGREEMENT f� TIiIS AGREEMENT, made and entered into this 19th day of April , 1977, by and between the PORT AUTHORITY - OF THE CITY OF SAINT PAUL (�"Authority") , a public corporation organized and existing under the provisions of 2�tinnesota , Statutes, Chapter 458, and a redevelopment agency within , - the meaning of Minnesota Statutes, Chapter,49� r_ and Radisson Hotel Corporation, ("Radisson") , a corporation organized under the laws of t�iinnesota. WITNESSETH: - WHEREAS: A. Radisson and Authority intend that a public parking facility be constructed on premises described in Exhibit A attached hereto and _ _ incorporated herein by reference, said ' facility and premises (excluding certain air rights and easements to be held by Radisson} being hereinafter called "Project" ; . . B. The parties hereto intend, subject to the terms, covenants and conditions herein con- • tained, to enter into a Lease (hereinafter . called "Lease") of the Project under which Radisson will provide for the construction of the parking facility and subiease the same � . � under an agreement ( "Sublease") with the City of Saint Paul (the "City") and the � Authority will finance the acquisition, in- stallation and construction of the Pro�ect through the issuance by the Port Authority of Commercial Development Revenue Bonds lhere- inafter called "Bonds") pursuant to I�Iinnesota - ... Statutes, Chapters 458 and 474 . NOW THE REFORE, 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 Authority agree to negotiate the Lease and Sublease in such form and tenor as are required to effectuate the intent of the parties hereto as evidenced by this Agreement, including without limitation the provision for the following: - - (a) The Lease and Sublease . terms will commence on the nominal date of the Bonds and will extend through at least the final maturity date of the Bonds. (b) The Company will not be •obligated to pay any rental under the Lease but will be obligated to provide under the Sublease that all net revenues derived from the operation of the parking facility shall be paid directly to the Authority. . , (c) The Sublease will provide that the City will cause the Project to be maintained in good worY,ing� order and free of liens to the extent provided in the , Sublease, and that on or before termination of the construction period liability and property insurance � with respect to the Project in amounts and against risks customary with respect to such properties will be procured and maintained in the City's name and in _ � the name of Radisson and the Authority and that the City will pay all taxes (if any) , assessments , and other governmental charges that are or may become due with respect to the Project. (d) The Authority will acquire the premises _ in fee from the Housing and Redevelopment Authority of the City of Saint Paul ("HRA") subject to such air rights and easements (�u�chased by Radisson directly from the HRA) as are necessary to entitle Radisson to construct a hotel on top of the park- ing facility, and Radisson will provide for th� con- struction of the public parking facility thereon and in conjunction therewith for the canstruction of the hotel. (e) Prior. to the commencement of the acquisition or construction of any part of the Project, Radisson will cause to be filed w�.th the Authority and approved by its duly authorized agent (i) the Plans and Specifications for the Project certified by an engineer registered in the State of Minnesota, (ii) payment and performance bonds for the work to be undertaken (with Radisson and the Authority named as co-obligees} , (iii) all construc- tion contracts, . including any installation contract, (iv) such builders risk, installation floater, and liability insurance as will fully protect Radisson, the � �. contractor and 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, (v) waivers from the general contractor and all subcontractors and suppli�rs of all rights against the Authority for damages to property except such rights as they may have to proceeds o� such in- _ _ surance and (vi) such other asst�rances as the Authority may reasonably require to establish the cos t of the Project. All construction contracts entered into for constructing the Project desczibed herein shall include provisions that the wages paid to skilled and unskilled labor shall not be less than the prevailing wage rates currently in effect in the City of Saint Paul. - (f) The Sublease shall provide that the parking facility shall be operated by the City itself or, with . consent of the Authority, by Radisson or some other third party under an operating agreement, as a public i- - parking facility on a "first come, first served" basis under such conditions as will assure that the Project will be exEmFt from ad valorem property taxes and wiZl . qualify as a public parking facility under Section . ... 103(b) (4) (D) of the Internal Revenue Code.. ` 2 . Upon negotiatian of the details of said Lease and Sublease and final determination of the terms of the Bonds, the Port Authority shall thereafter issue said Bonds in accordance with the terms and conditions set forth in �� an underwriting agreement; provided that: (a) Details of the sale and issuance of the Bonds to be issued by the Port Authority shall be subject to final approval by Radisson and the Authority. _ _ (b) Issuance of said Bonds shall be sub;;ect to the issuance of the approving opinion of Briggs arid Morgan, Professional Association, Bond Counsel for the Port Authority and for the City of Saint Paul, and the furnishing of all documents, resolutions, agreements, financial information, certifications, and representa- tions necessary to the sale and delivery of the Bonds, including ttiose which are customarily used and those which are customary and necessary to comply with aII state and federal laws, regulations, rulings and decisions. � . � 3. This Agreement is subject to the approval of the City Council of the City of Saint Paul as provided by Chapter 234 of the Laws of Minnesota for 1976 . � IN WITNESS WHEREOF, the parties hereto have caused • these presents to be executed as of the day and year first - above written. In Presence of: PORT AUTHORITY OF THE CITY ' OF S NT PAUL � � ' . �' $y � � Its �� ;.. �" �." � � . � �e1�G'L�-r�/ g , �. � ' t , � . (�orporate Seal) � 4 . . In the Presence of: RADISSON HOTEL CORPORATION ' � By Its By . Its . (Corporate Seal) � J., . .. � Resolution No. 1175 RESOLUTION OF THE PORT AUTHORITY OF THE CITY OF SAINT PAUL . � x �� WHEREAS , the purpose of Chapters 458 and 474, Minne- sota Statutes, . (hereinafter called "Act"') as found and deter- mined by the legislature is to promote .the welfare of the state by the active attraction and encouragement and development of economically sound industry and commerce to prevent so far as possible the emergence of blighted and margina'!. lands and areas of chronic unemployment and to aid in the development of exist- ing areas of blight, marginal land and persistent unemployment; � and WHEREAS, factors necessitating the active promotion . and development of economically sound industry and commerce are the increasing concentration of population in the metiopolitan 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 Radisson Hote1 Corporation (hereinafter referred to as "Company") a�request �that the Author- ity issue its revenue bonds to finance the acquisition, in- � stallation and construction of a public parking facility (here- � inafter called the "Project") to be leased by the Company from� : the Authority and simu].taneously subieased to the Ca.ty, all as is more fully descri.bed in the staff report on file; and . WHEREAS , sai,d public parking facility is deemed de- sirable to help meet existi.ng and projected demands for publa.c parking tacilities in the City of St. Paul in a development distri.ct to be establ�.shed by the Authority under the provisions of Minnesota Statutes, Section 458.191, Subdivision l; and r f.. . . _ • 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 valuation of the City and help maintain a positive relationship between asses�sed valua- tion and debt and enhance the image and reputation of the City; and WHEREAS, Company has represented that in conjunction with the construction of the Pr.oject, Company will construct a hotel to be located on top of the public parking facility; and � WHEREAS, the Project to be financed by revenue bonds � „ will result in the employment of additional persons in �the new _ � facilities; and � NOW, THEP.EFORE, BE IT RESOLVED by the Commissi�ners . of the Port Authority of the City of Saint Pau1, Minnesota as . follows: 1. On the basis of information available to the Authority it appears, and the Authority hereby finds, �that said __ . Project and hotel facilities constitute properties, used or useful in connection with one or more revenue producing enter- prises engaged in any business within the meaning of Subdivision 1 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 said hotel .facilities, and _ that the effect of the Project, if undertaken, will be to help meet existing and projected demands for public parking facili- � ties in the City, encourage the development of economically sound industry and commerce and assist in the pr�:vention of the emergence of blighted and marginal land, and wi7.1 help to prevent chronic unemployment, and will help the City to retain and improve �.ts 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 E services may not be as effectively used and will result in more intensive development and use of land within the City will eventually result in an increase in the City's tax base._ 2. Subject to the mutual agreement of the AutiZOrity, the Company, the �City and the purchaser of the revenue bonds as. to the detai],s of the lease and sublease, and other documents necessary to evidence and effect the financing of the Project -2- �_.:._....,._..._.r_.... . .,._...___.._.._.___ __._._ __ .��....._..___�.-. ..� ----_ ___ _ .__. .._��._ ___._.. ._ , ,,� . . and the issuance of the revenue bonds, the Project is hereby approved and authorized and the issuance of revenue bonds of the Authority in an amount not to exceed $5 ,0.00,000 (other than . such additional revenue bonds as are needed to complete the Project) is authorized to finance the costs of the Project. 3. There has heretofore been filed with the Author- ity a form of Preliminary Agreement between the Authority and Company, relating to the proposed construction and financing 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 any temporary financing thereof with the assurance that there has been suffi- :- cient "official action" under Section 103 (b} of the Internal � ' Revenue Code of 1954, as amended, to allow for the issuance of long term industrial revenue bonds to finance the entire cost of the Project upon agreement being reached as to the ulti:r.at� details of the Project and its financing. Said Agreement is hereby approved, and the President and Secretary of the Author- ity are hereby authorized. and directed to execute said Agree- ment. Upon execution of the Agreement by the Company, the staff of the Authority . are authorized and directed to continue negoti- - ations with the Company and the City so as to resolve the remaining issuES necessary to the preparation of the lease and - sublease 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� within the meaning of any constitutional or statutory limi,tation and shall not constitute nor give rise to a pecuniary liability of the Authority nor a charge against the general credit or taxing powers of the Authority. and the City 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 or interest thereon. 5. In order to facilitate completion of the revenue bond financing herein contemplated, the City Council is hereby requested to consent, pursuant to Laws of Minnesota, 1976, Chanter 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 purposz 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. . ^3^ � . • w. •, � � �� Adopted n G , � President The Por Authority of the City of Saint Paul Attest � .. f � S cre tary _4_ � e-` �'�;��%��a. � � ��" . ��'��: 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, Ci ty of St. Paul � � �; � � �' � � City Hall and Court House , .. Ft � ,, �,�, � St. Paul , Minnesota 55102 - . �;:��r��?'S �'��" SUBJECT: RADISSON HOTEL PARKING RAMP Dear Mayor Latimer: We submit herewith for your review and consideration, details pertaining to the issuance of revenue bonds in an amount up to $5,000,000 for con- struction of the Radisson Hotel parking ramp in Block 7-A. We are attaching to the fact sheet a copy of the Staff inemorandum to the Port Authority Board of Commissioners, a draft copy of the proposed City Council Resolution, a copy of the preliminary agreement, and a copy of the Port Authority Resolution No. 1175, dated April 19, 1977. � � Yours truly, `,�;;l J / 1 ! i �;� l"` � `�-�.��.t `..li_X..1.�� Eugene�. Kraut - Assistant Executive Vice President EAK:jmo Attach. ROBERT F. SPRAFKA EUGENE A. KRAUT, C.I.D. DONALD G. DUNSHEE, C.I.D. GLIFFORD E. RAMSTED ROSCOE C. BROWN EXECUTIVE VICE PRESIDENT A551.4TANT EXECUTIVE VICE PRESIDENT DIFECTOR. INDUSTRIRL DEVELOPMENT CNIEF ENGINEER CXIEF PCCOUNTANT COMMISSIONERS GEORGE W. WINTER PATRICK J. ROEDLEF LOU15 M. MEYERS G. RICH/�RD SL/DE ROSALIE L. BUTLER ARTMUR N. GOODMRN W�LLIqM J. $EIFERT PRESIOENT VICE PRESIDENT SECRETARV TREASURER C.I.D. Certified Industrial Developer ��z _.. _ .. _ ._ , ,_: . , , p� Q Z, g�8��.�i ;$: , . �� ' EXRLANAT.ION OF ADMINISTR:ATIVE' QRDERS, , � ,, RESOLIITION5, AIQD 'pRDINAI�CES ; - . � . � ; : , , � , -: , ; Date. Apri l 2�, i 971 . _ k * .t ., . , . ; ., . - x =: : , : ��iv�� z TO: MAYOR GEORG TIMER � � ; : � ap� �� 7� � ��: Eugene A. Kraut, t ` uf Port A�thori ty MAYQR.'s �� ; : � { �= RADISSON FIOTEL P RKING RAMP a PRELIM�FiA�Y �IC�EEMENT ' - RESOL�TION N0. 1175 ', ` '' ;. . . . , , , ` _ F r , - E :. : � � _ - ; . . . . . .. . . . �. . . .. .. � � .. �.�. �. . ' . ..� .. . : ... , ACTION 1 _ QUESTED.: , . � � acc�r nc�.wtth Law� of Min�esata �1�7i, Cha't�r 234, ��t° is r�e�ues�d t#�at ti�e � �fi� Counc�i'�;:5y; Res�lu�ton, a dra.ft co�y of wh�ch is a�tached �reto`. �pPrc�v� tlle � '` ; `: _ . �ssuan�e Qf up �to; �S,�O,OE� in rev�ne� ��'onds for the ab�ve-named p�o3�ct. . It i-s � a �: destrable �G� make thfs f�nanc�ng avail�ble #n order to p�cirvide for the ctutistrurction; of a publtc parkfng ra�np fi�nced by this band issae,. cartstracted by the Radfssor� , ' .; . Fbtel and s�bi��ased to tt�e City of St. P�at�l for aperatfons� to faciT#tat� �tht s �_ � c�veaopme�t�of c�oMmtaw�rt 5t. Rau1, mare specifical.ty the Radlssdn I�te1 in;'61ock 7-1�, _ � � _ , ; _ R ' ,, ;' _ _ �. ,; - : ; .: . . .. . > , : i ' �. PLJRPOSE, AI� RI�iTION1�LE FOR T�IS ACTION: � , �: The Port Authort-ty. a►t the request a�;th� Gi�y,has app�oved the financing of �h.is �' ,, �`, facil#t� with� bonds whfich wii l' be ba�ked by �he Pvrt :Auttqrit�r`s RcCvmu�'a�Cesl NN�t ; Revenue Fvr�d �nly and will not bear the i imited `gnarantees norma�1� prtxvtdeet under t: " R�salutio� No. 876. In �,ts cansid�ra�ion af` this pro3ect: the .�a�rd ,o� � : , -' Carmt ssiar��rs �pproved i t wi th �he k�►owl.edge that tE�e� Port Authori t� may � r�qui�d . to mak e u@`a n y deftcienct�s in tncome dur�in g the i��ttial :terms of this� a g�t. F I� .�_ �. t�as been d�termined that the mast �eas�#b1+� dev�lt�pn�nt would be a ramp wi;th a� t,a� t ; ,SQ� parking.�paces. whtch pro�ectio�� .fndtcate may uTtima�Cely develt�p re�r�u�s, rrhfi : will flow I�ack throuqh to the Port Authori'ty after deduct#on of Qpera��fng expenses�: . � 'fhe Stafif inemarandun attached her�to contair�s additiona't details. ° . . �.. ., , : . : �F � ATTAGHMENTS": ' - �,�:;� .. , ` , ' , � � ,. . �'�8ff ��111Q1!'811dLN11: r � ,�raft Gity. Cauncil R�sotutian _ � . ;` � �Y.�reliminary Agreement; ; � Rdr� Au�tw"ritY Res�tutfart =No. 1175 � ' _ � - . ; %. . � . _ _ .; , , , . - F_ . � J � � � . . . . . . .. � . .�.:� . . :� . . .. . �. '. . , . . � . . ._. . . '.. . .' ' .. .... � � .. '. .{ . .. .' . . . . �.- . ' � . . . ' : . . . � . � �.� � .. . . � .. . .. " , . � . . - . . . ' . . . . �.:. . � 1 . ' .. . . . . . . , ` ,�'. '�� . .. . . . .. �. . . . . . .. .. . . . . - . . . . . . ... .. . .. .._ .. ... . . � . ■.. . . .�m. V � �r� � � � �► uT � oR � TY �� OF THE CITY OF ST. PAUL Merrto�andum TO: Board of Commissioners DATE: April 15, 1977 Meeting April 19, 1977 `' FROM: E, A. rau� .t; SUBJECf: RqDISSON HOTEL PARKING RAMP PRELIMINARY AGREEMENT RESOLUTION N0. 1175 Bond counsel has prepared a preliminary agreement in the customary form for execution by the Port Authority and the Radisson Hotel Corporation which will . permit the two parties to proceed to bring the project to fruition. The agreement, the execution of which would be authorized by Resolution No. 1175 , sets up the procedural means of leasing the facility to the Radisson with a sublease to the City of St. Paul for ultimate operations by either the Radisson or other parking garage operators. To proceed with the project it will be necessary that staff be authorized to employ National Planning, Inc. to update the feasibility study performed for the Housing and Redevelopment Authority in 1975. This feasibility study would review the plans as they are prepared as well as the estimates from the architects and project the occupancy and the income for the term of the bonds. Preliminary discussions have been held with National Planning, Ir�c. of Detroit, and it is indicated that the cost wi11 be between $5,000 and $10,000 depending upon the scope of the assignment. It will be necessary to advance these funds as well as bond counsel fees prior to the sale of bo�ds, and it is recorr�nended that the normal deferred bond issue account be established so that these funds are reimbursed from the bond proceeds. We have met with Radisson and HRA officials and are endeavoring to find a way to build a 5-bay ramp rather than a 4-bay ramp which would result in approximately 110 more spaces. The larger ramp appears to make it possible from preliminary bond amortization projections and preliminary construction estimates to have a viable project with little or no short fall and a good potential for income. The Oxford Development project considerably enhances the feasibility. We have received preliminary projections from Miller & Schroeder but cannot determine the actual underwriting until a feasibility update is completed and a rating is negotiated with Standard & Poors. �.. _ .. �?�;�� .l Board of Comrnissioners April 15, 1977 Page -2- � The schedule calls for a construction cost estimate by July 1 and working drawings by September 1 . It would appear that bonds could be sold as early as July or August, an� if �veryiching goes well construction could cor�nence shortly th�reafter. The architect for Radisson Hotel Corporation is Bergstedt, Wahlberg, Berquist, Rohkohl Inc. It will be necessary once construction on the parking ramp starts for the Port Authority to employ a structural engineer to monitor on a daily basis the costs attributable to the parking ramp and payable by the Port Authority. There will be dual construc- tion activity during the construction period and we recorr�nend that we be authorized to make arrangements with the Port Authority consulting engineers, Tol�tz, King, Duvall , Anderson & Assoc. , for. this service. We recommend that the Commission authorize the following: i . Preliminary legal and bond issue expenses. 2. Feasibility update. 3. Engineering supervision negotiations. 4. Application to acquire HRA land. 5. Preparation of necessary documentation. 6. Approval of Resolution No. 11�75 and the preliminary agreement. EAK:jmo