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269724 WHITE - CITV CLERK �� PINK - FINANCE GITY OF SAINT PALTL Council CANARV - DEPARTMENT 1 BLUE - MAVOR Flle NO. � . Co�ncil Resolution Presented By Referred To Committee: Date Out of Committee By Date WHEREAS: 1 . On August 16, 1977, the Port Authority of the City of Saint Paul , adopted Resolution 1241 , giving preliminary approval to the issuance of revenue bonds in the initial principal amount not to exceed $250,000 to finance a medical clinic for Abrams, P.A. on a 28,706 square foot site located at University Avenue and Mackubin. 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 $250,000 and that the net interest cost applicable to said issue will not exceed 8�, now, therefore, be it RESOLVED, by the City Council of the City of Saint Paul , that in accordance with Laws of Minnesota 1976, Chapter 234, the City Council hereby consents to the issuance of the aforesaid revenue bonds for the purposes described in the aforesaid Port Authority Resolution No. 1241 in the initial amount of not to exceed $250,000 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, rederr�ption, 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 aforesaid bonds are issued. COUNCILMEN Requested by Department of: Yeas Nays � Butler Hozza ' In Favor Hunt Levine J __ Against BY Roedler Sylvester Tedesco Adopted by Coun il: Date S�P 8 �977 Form Approved by City Attorney Certified _ y Cou .il Secret�ry BY � By Appr e by blayor. � sEP Approved or for ub ' on to Council By BY � PUBLISHEU S�P 1 7 1977 / � • � �� . PORT AUTHORITY OF i'HE CITY OF SAINT PAUl. • 1130 MINNESOTA BUILDING, 4TH AND CEDAR, SAINT PAUL, MINN. 55101, PHONE (612) 224-568 � �� August 18, 1977 ' Mr. Gerald Isaacs - Adminis�rator of Economic Development City of St. Paul 55 E. 5th Street St. Paul , Minnesota 55101 SUBJECT: '�BRAMS PROFESSIONAL ASSOCIATIOP! '�- PRELIMINARY AGRE�h1ENT - RESOLUTION 1241 MEDICAL CLINIC - MACKUBIN AND UlVIVERSITY AVENUE Dear Jerry: We submit herewith for your review and referral to the Office of the Mayor, City Council and City Attorney's office details pertaining ta the issuance of revenue bonds for the construction of the above project in the amount of $225,00�.00. The Port Authority authorized the issuance of these bonds for construction of the Medical Clinic on August 16 by Resolution 1241 . In addition to the staff inemorandum we are attaching a draft copy of the proposed City Council Resolution and a copy of Port Authority Resolution 1220. The bonds will be issued based on a private place- ment for the purchaser, Summit National Bank and the security for th� revenue bonds will b� Dr. Abrams, life insurance on Dr. Abrams and the real estate. These bonds are not issued under the Port Authority's security and , the Port Authority is not liable for their paym2nt in the event of � default. We would appreciate your expeditious handling of this project. I '� Yours truly, ��+� . ~j--�=�,+�,�:,..�. �Eugene A. Kraut Assistant Executive cc: R. Broeker Vice President EAK: SJS ROBCRT F. SPRAFRA EIIC�O�tZ�A. Kn�UT. C.I.D, DONA�O G. DUNSMEE, C.1.D. CIiFFORD E. RAMS�ED. ROSG06 C. BROWN CXECUTIVE VICE PRESIDEHT ♦SSiST�NT E%ECVT�VE ViCE FwE51DENT DiHEG�bR. �NOUSTRiAI DEVELOPMENT CH�EF ENG�NEqR . C1f1EF ACGC1.tNTwIiT � � COMMISS�ONEiiS GEOHGE W. WINTER FATRICK J. ROEOLEP LOU15 H. NEYEHS G. RICMI�RD S�ADE R05I1l.lE L. BUT�ER /1R�MUR N. GOJOMAN WlltiAM J. $EIFERT PqE3106NT V�CE PRE5IDENT 9EGRETARY TREASVNER . . . � C.I.U. Certified Indacstrial Developer ,�=�.>z i I . oM ol: lz�zg�5 Rev. - 9/8/76 EXPLANATION OF ADMINISTRATIVE ORDERS, ��2� RESOLUTIONS, AND ORDINANCES � Date: August 18, 1977 . TO: : MAYOR �EORGE LATIMER FR: E.A. ,�St� Paul Port Authority : . � gE: ABRAMSf, P.A. MEDICAL CLINIC - PRELIMINARY AGREEMENT RESOLUTION N0. 1241 ACTION REQUESTED: In accordance with the Laws af Minnesota 1976, Chapter 234, it is requested that the City Council by Resolution, a draft copy of which is attached hereto, apprave the issuance of an amount not to exceed $250,000 in revenue bonds to build a new medical clinic for Abrams , P.A. to be located on a site at University and Mackubin. PURPOSE AND RATIONt�LE FOR THIS ACTION: The purpose of the bond issue is to finance the construction of a new medical clinic. Abrams, P.A. is presently located on Selby Avenue in St. Pau1 . The new facility re- presents a major new development to upgrade the area and improve the delivery of medical services to the residents of the surrounding community. The proposed lndus- trial revenue bond issue is issued under Chapter 474 and does not place any obligation on the reserves and revenue of the Port Authority. A private placement has been secured for the purchase of the bonds. ATTACHMENTS: Staff Memorandum Draft Ci ty Counci 1 Resol ution Part Authority Resolution No. 1241 Preliminary Agreement � Q � � /Q► t� THORITY �� OF THE CITY OF ST. PNUL ' Meniorandun� TO: BOARD OF COMMISSIONERS DAT� Aug. I2, 1977 �(Aug. 16, 1977 MeEting) �`''�-f' FROM: `� ! ` J.F. Faue SUBJECT: qg�s, p.A. MEDICAL CLINIC PRELIMINARY AGREEMENT RESOLUTION N0. 1241 _ 1. THE PROJECT The Port Authority Board of Commissioners approved the acquisition of the site from the St. Paul Housing and Redevelopment Authority by Resolution 1222 and the lease of the site to Dr. Abrams by Resolution 1223, both of which were approved on Ju]y 19, 1977. At that time, it was reported to the Board the method of financing had not been determined but the Port Authority was cooperating �rith Dr. Abrams in an effort to secure appropriate financing for th�e facility proposed. The project calls for the construction of a medical clinic of approximately 5,000 square feet to be constructed on a 28,706 square foot parcel located at the northeast corner of Mackubin and University Avenue, This is viewed as an important and neces- sary addition to the development of this area, and the Port Authority was asked to lend its assistance in whatever way possible to bring the project to fruition. The estimated construction cost for the new medical clinic will be approximately $225,000. Dr. Abrams employs approximately 10 people at the present tim�, and his staff will move with him to the new location, The new clinic has adequate facilities to accommodate one or two additional doctors which will greatly expand the services af the medical c1inic to meet the needs of the community, 2. THE TENANT Dr. Alexander Abrams, a medical doctor, has maintained a practice in the Selby area of St. Paul for several years. His present cZinic on Selby Avenue has been the location of his medical practice for the 1ast 12 years. Dr. Abrams has his practice incorporated as th� Abrams, P.A. The financial statements for Abrams, P.A. fo1low in - BOARD OF COMMISSIO�ERS August 12, 1977 Page -2- . this report along with a cash projection for the next ten years. � 7his information has been supplied to and approved by the prospective purchaser for the bonds, which �ill be privately placed. 'Abrams, P.A. proposes to move their entire operation to the new location as soon as the new facility is ready. 3. FINA�iCING Financing for the project is proposed through the issuance of indus- trial revenue bonds under Statute 474 which does not pledge any of the r�sources or revenues of th� Port Authority. Bonds will be sald - on the basis of the financial statement of Abrams, P.A. The project is estimated at this time at $225,000. Abrams, P.A. will part�cipate in the amount of approximately $25,000, The amount of bonds will cover construction and expenses in the bond issue for legal , printing, and . placement for a total bond issue of $200,000 to $207,000. The contract for construction is being negotiated at this time; and when these numbers are finalized, the exact amount of the bond issue can be determined. 4. UNDER'�JRITING Mi11er & Schroeder Municipals have secured a private placement for the bond issue, The prospective purchaser has reviewed the financial statement of Abrams , P.A, and is awalting the documentatton for the lease, the bond resolution, and the bond purchase agreement. 5, TERMS OF THE LEASE Terms of the proposed lease and p1^ivately placed revenue bond issue . w111 be for a period of 20 years with an effectiv� date of October 1 , 1977. 7he lease will provide for a $25,000 participation by Abrams, P.A. and the remainder of the pro�ect cost to be financed by industrial revenue bonds in the amount of approximately $207,000 which will allow for cons�ruction of $200,000 and legal and placement expenses of $7,000. The negotiated interest rate for the bonds at this time is 6-1/2q. In additi.on, the lease will proVid� for life insurance to bz provided by Abrams, P,A. , the princi�al , Dr. Abrams, to be in favor of tne bonds for a period of at least ten years in the amount of $10Q,000. 6, RECO�lMEilDATION Staff has reviewzd the financial data, interviewed the principals of Abrams , P.A. , and has cooprated in securing the private placem�nt for the proposed industrial revenue bonds to finance the construction of the project. The project and the plac�ment of the bonds to finance it is viewed as one of significant importance to thp development of the area along Universlty and the deliVering of inedical service to the commu�ity it serves. Staff recommends apprcvai , JFF:ca i . i i . � � � � � ABR�'"IS, P.A. � . ( . 1 f � ! � � � FINANCIAL STATEMEN'TS - (Cash Basis) � Septetaber 30, 1976 I � . . I 1 ! i BREITMAN, ORENSTEIN aNO SCHWEITZER � C E R T I �1 c D P U 8 L 1 C A C C O U N T A N 7 S . MINNEAPOLIS,MlNNE50TA � � � ' - � � . i � . � ( BREITMAN, ORENSTEIN ANO SCHW {TZE CERTIFIED PUBLIG ACCOUNTANTS ' � LEO BREITMAN,C.P.A. M EST PLAZA BUILDING HARVEY L. ORENSTEIN, C.P.A. M EAPOLIS, MINNESOTA 55402 � STANLEY H.SCHWEITZER, C.P.A. . T PHONE {612) 339-7811 EOMUND A. GOTTLIEB,C.P.A. .IAMES R.ZOCH,C.P.A. BARRY R. RUBIN,C.P.A. • � . December 16, 1976 � � " Board of Directors and Shareholder Abrams, P.Ao � � 644 Selby Avenue � St. Paul, Minnesota 551U4 � The accompanying statement of assets and liabiliti res ing from cash transactions of Abrams, P.A. as of September 30, 1 6 an 975 and the � related statemen,t of revenues and expenses and ret ned nings for the years then ended were not audited by us and accord gly da not express �n opinion on them. 4 :Because of Che omission of accoun.ts receivable and �ccou payable, the cash basis sCatement.� ref�rred to above do not pre nt t financial position or results of operations of the company, d th tatem.ent of . ! changes in financial position has been omitted. � /a ' � ,G/L+��c�� ' , � $REITMAN, ORENSTEIN AND SCIi�+TEITZER}�� Certified Public Accountants � , . , 1 i � � ABRAMS, P.A. EXEI�TBIT A STATEMENT OF ASSETS AND LIABILITIES �� (Cash Basis) (Una.udited) 3eptember 30, ASSETS 1976 1975 CURRENT AS3ETS: ' Due fram officer $18,.933 $13,933 Other current assets 2,967 481 TOTAL CURRENT ASSETS 21,90Q 14,414 PRQPERTY AND EQUIPMENT: _ Land 2,400 2,G00 � B�cilding and i.mprovements 62,496 . 62,496 � Off ice furniture and equipment 18,327 18,184 iAutomobile 7,755 � 5,043 , 90,978 88,123 Less accumulated depreciation 43,446 � 38,9R4 4.7,532 49,129 TOTAL ASSETS � $69 32 $6� LIABILITIES AND SHAREHOLDER'S EQUITY CURRENT LIABILITIES: � Bank overdraft $ 146 $ 4,O1Q , �urrent maturities of long-term debt 3,250 3,000 Emgloyee payrall deductions 4,789 6,047 ; TOTAL CQRRENT LIABILITIES 8,185 13,057 � LO�iG-TEFL�1 DEBT: _ Installment contracts, less current maturities 17,485 17,551 � _ SHAREHOLDER�S EQUITY: Common stock - par value $10 Authorized 2,SOO shares; Issued 500.shares . 5,000 5,000 Paid-in capital 5,000 5,000 Retained earnings 33,7b2 Z2�935 43,762 32,935 TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $69.432 $63.543_ See notes to financial statements. TMIS REPORT REPRESENTS BOOK FIGURES W�THOUT INDEPENDENT VERIFICA- BREITMAN, ORENSTEIN AND SCHWEI'fZER - . TION: THUS WE ARE NOT IN A POSITION TO EXPRESS AN OPINION HEREON• CER7IFIEO PUBLIC ACGOUPiTANTS � I ABRAMS, P.A. i EXHIBIT B I • � I STATEMENT OF REVENUES AND EXPENSES �`D RETAI D NGS 4 (Cash Basis) � (Unaudited) � I ! Yea En,d Se tember 30 1976 ' 1975 ( FEE INCO� $197,614 '00.0° $208,774 100.0Y EXPELISES 187,290 94.8 216,408 103.7 � INCOti1E� (LOSS) BEFORE OTHER INCOrfE 10,324 ! 5.2 � (7,634) (3.7) � OTNER IIdCQ�: . Piiscellaneous income 2,670 1..4 1,817 .9 �----- ItiCO��iE (LOSS) BEFORE INCOME TAXES 12,994 � 6.6 (5,817} (2.8) IINCO�fE TAXES PAID FOR FRIOR YEARS 2,167 I 1.1 3,000 1.4 I ;�'ET INCO,IE (LOSS) lo,s2� `'' s.s Cs,si�) �.2�> RETAINED EARNINGS - B'EGINNING OF YEAR 22,935 j 3I.,752 IRET�INED EARNINGS - END OF YEAR $ 33,762 $ 22.935 I \�PiBER OF SHARES OUT5TANDTNG 500 500 E.4R��iINGS (LOSS) PER SHAR.E $21.65 _ $ 17.63 � See notes to f inancial statements. f , . � � I i � , + 4 ;M13 REpORT REPRESENTS BOOK FIGURES WITHOUT lP3DEPENDEhT VERIFICA' !BR�iT N, ORENSTEIN ANO SCNWEITZER TION: THUS WE ARE NOT IN A POSITION TO EXPRE55 AN OPINION�HERcON• � i 7lFlEp PUBLIC ACCOUNTANTS I ABRA.'�iS, P.A. . � NOTES TO FINANCIAL STAT�fENTS September 30, 1976 and 1975 (Unaudited) � 1 Note 1 - ACCOUNTING POLICIES: Accounting policies of the Company are summarized below: (a) Cash Basis: The Comgany elected to maintain its records on the cash basis for both f inancial reporting and income tax purposes. (b) Property and Equipmentr � Property and equipment are recorded at cost. . Expenditures � for renewals and betterments are capitalized. Repairs azd � maintenance costs are charged to expense. When items are disposed of, the cost and accumulated depreciation are eliminated from the accounts, and any gain or loss is ref lected in the results of operations. (c) Depreciation: The cost of properCy and equipment is 3epreciated on the straight line method over the estimated useful li.ves. . Estimated useful lives are as follo��s: Building and improvements 22 years I Equipment 3 to 8 years � Vehicles 3 years Note 2 - LONG-TERM DEBT: Long-term debt consisted of the foZlowing: 1976 1975 ; Mortgage, payable maturing April 28, 1981, ! payable in monthly installments of $354.50 • with interest at 6% per annun, collateraiized j by land and building $17,731 $20,551 i Note payable to bank due on April 4, 1979, , with interest at 10.91%, collateralized by � an automobile 3,004 -0- 20,735 20,551 � Less current maturities (3,250) (3,000 ) i Total long-term debt $17,485 $17.551 i � � THIS REPORT REPRESEN75 BOOK FIGURES WITHOUT IhDEPEKDE.�1T, VeRiFfC:: BREITMAN, ORENSTEIIV�AND SCHWEITZER � TION: THUS WE ARE NOT IN A POSITION TO EXPRESS AN OPINION McREON• � CERTIFIED PUBLIC ACCOUNTANTS i ABRArIS, P.A. SCHEDULE B-I i . ' SCHEDULE OF EXPENSES I (Cash Basis) i (Unaudited) � � Year Ende Se tember 30, 1976 1975 ERPE�SES: Salary - officer $' 56,400 28.Sy $ 70,700 33.9� Salary - other �?+4,029 22.3 52,734 25.2 • Auto expense 1,890 1.0 2,297 l.l f Business meetings 2,397 ' 1.2 1,635 .8 � Depreciation 5,577 � 2.8 5,497 2.6 Donations 1,062 .5 � 725 .3 f Dues and subscriptions 957 .5 793 .4 ► E�ployee benef its . 784 .4 2,454 1.2 Insurance 6,967 I3.5 5,394 2.6 � Interest 2,606 ' 1.3 � 756 .3 '� Linen 1,142 .6 895 .4 ;iedical drugs and supplies h1,958 6.1 14,142 6.8 i Office expense �,702 � 1.9 3,007 1.5 ` Outside services 6,507 3.3 6,236 3.0 ! Postage 1,752 .9 I,483 .7 Professiona.l services ,�11,935 6.0 10,959 5.3 � Prof it sharing and pension trust , contributions 11,478 5.8 14,222 6.8 Repairs and maintenance 4,612��:' 2.3 3,607 1.7 Taxes - payroll 4,846' 2.5 9,066 4.3 Taxes - real estate 2,211," 1.1 2,215 1.1 _ Telephone 2,132 1.1 2,32b 1.1 Travel 155 .1 3,045 1.S Utilities : 2,191 1.1 2,220 2.1 � TOT_�I. EXPENSES $187,290 4.8% $216.408 103.7y S2e notes to financial statements. 3H1> R=?ORT REPRESENTS BOOK FIGURES WITHOUT INDEPENDEN7 VERIFICA- B �ITMAN RENSTEIN AND SCHWEITZER . SIOV: Ti-fU5 WE ARE NOT IN A POSITION TO EXPRESS AN�OPINION HEREON• � CERTI D PU6LIC ACCOUNTANTS 1 BREITMAN, ORENSTEIN ANO SCHWEITZER ( �eo eREirrnnN.c.P.a. CERTIFIED PUBLIC ACCOUNTANTS NARVEY ORENSTEIN.C.P.A. S7ANLEY SCHWEIT2ER,C.P.A. EOMUND GOTTUEB.C.P.A. � ,lAMES IOCH.C.P.A. MIDWEST PIAZA BUILDING 1 BkRRY RUBIN,C.P.A. MINNEAPOLIS,MINNESOTA 55402 DAVIO LAMBERGER.C.P.A. TELEPHONE(612)339-7811 JON FRASER,C.P.A. ( DAVID ORENSTEIN,C.P.A. ROE3ERT KARON,C.P.A. MICNAEI MURRAY.C.P.A. WIIUAM OBERf1E1T,C.P.A. MALCOLM MeDEfiMID.C.P.A. STANLEY MILIER,C.P.A. MERUN HENSCH ( DAVIO BENENSON�' lAUR1E BREITMAN RICHAqD ORENSTEIN DAVID WIEKER � May 4, i977 � � Board of Directors and Shareholder Abrams, P.A. 644 Selby Avenue 1 SC. Paul, Minnesota 55104 � The accompanying statement of assets and liabilities resulting from cash transactions of Abrams, P.A, as of March 31, 1977 and September 30, 1976 and the related :�tatement of revenues and expenses and retained earnings for the peri.od indicated were not audited by us and accordingly we do not � express an opini�n on them. The cash basis s�tatements referred to above are restricted to internal ( use by Abrams, P.A. and do not present the financial position or .results of operations of the company, nor do they necessarily include all dis- closures that might be required for a fair presentation in conformity f with generally accepted accounting principles. � � � /: _. �,/' %' � � REITMAN, ORENSTEIN AND SC�IWEITZER Certified Public Accountants I I � . � i � � ABRAMSz P.A. � FIIIANCIAL STATE�ifENTS � (Cash Basis) March 3I, 1977 , IBREITMAN, ORENSTEIN aHO SCHWEI �R � CER7IFIED PUBLIC kCCOUPITAN ..$ � � ' MINNEAPOLIS,MINNESOTA � i � ABRAMS P.A. EXHIBIT B � STATEMENT OF REVENUES AND EXPENSES AND RETAINED EARNINGS Six Months Ended March 31, 1977 (Cash Basis) � i (Unaudited) ( f . f � ! FEE INCOME $98,070 100.0% � 86,398 g8.1. EXPENSES . IINCOME BEFORE dTHER INCOME 11.,672 11.9 OTHER INCOME• fMiscellaneous income 823 •8 ! INCOME BE_FORE INCOME TAXES 12,495 12.7 , INCOME TAXES PAID FOR PRIOR YEAR� 2,896 2.9 NET IN_C_OME 9,599 9.870 � RETAINED EARNINGS - BEGINNING OF PERIOD 33 L762 � RETAINED EARNINGS - END OF P�RIOD $43,361 � - � " � , � � � I 1 � � � • RESTRICTED FOR INTERNAL USE_ � TFf15 REPORT REPRESENTS BOOK FIGURES WITHOU7 INDEPENDEN7 VERIFICA- BREITMAN, ORENSTEiN AND SCHWEITZER I - � P A E . ABRAMS, XHIBIT A � STATEr1ENT OF ASSETS AND LIABI IES ��r,, � ,. (Cash Bas is) ��1� (Unaudited) I . � Ma.r 31, September 30, ASSETS 77 1976 I CURR�NT ASSETS• Cash $ 033 $ -0- Due from off icer 1 933 18,933 � � Other current assets 967 2,967 TOTAL CURRENT ASSErS 2 933 21,900 PROPERTY AND EQUIPMENT, AT COST: � Land � � 00 � 2,4Q0 Building and improvements 6 , 96 62,496 Office furniture and equipment 2 , 16 18,327 AuComobile 55 7,755 � 9 , 6 7 90 8 Less accumulated depreciation 4 46 43,��4b � � 4 ?.1 41,�',32 TOTAL ASSETS I' $7 54 $69.432 � I.IABILITIES AND SHAREHOLDERt S EQUTTY CURRF,N'C LIABILITIES: � Ba�k overdraft � $ 0- $ �46 Curre.nt maturities of long-term debt 3 00 3,254 Em�loyee paproll deductions 2 67 4,789 TOTAL CURRENT LIABILITIES S 67 8,185 � LONG-TERI�i DEBT: ' Installment contracts, less current maturities 15 2b 17,485 � SHAREHOLDER�S E UTTY: Common stock - par val.ue $10 � Authorized 2,5�0 shares Issued 500 shares S 0 . 5,000 Paid-iu capital S 0 5,000 p Retained earnings 43 I 33,762 C 53 1 43,762 � TOTAL LIABILITIES AND SHAREHOLDER�S EQUITY $74 4 $69,432 � - RESTRICTEO FOR INTERNAL USE. � THIS REPORT REPRESENTS 800K FIGURES WITMOUT INDEPENDENT VERIFICA' BRE MAN, NSTEIN AND SCNWEITZER TION; TMUS WE ARE NOT IN A POSITION TO EXPRESS AN OPINION MEREON• � ��ERTIF{ PUBLIC ACCOUNTANTS � ABRAMS, P.A, SCHEDULE B-1 SCHEDULE OF EXPENSES Six Months Ended riarch 31 197 ' (Cash Basis) (Unaudited) EXPENSES: Salary - officer 21,600 22.0% Salary - other 27,516 28.1 Auto expense 1,189 1.2 Business meetings 1,370 1.4 Depreciation and amortization . 3,400 3.5 Donations 781 •$ Dues and subscriptions 743 .8 Insurance 2,351 2.4 � Interest 529 .5 Linen 543 .6 Medical drugs and supplies 4,927 5.0 Office expense 2,041 2.1 Outside services 806 .& Postage 848 .9 - Professional services 6,314 6.4 Profit sharing and pension trusts 3,000 3.0 �Repairs and maintenance 1,510 1.5 , Taxes - payrall 3,121 3.2 Taxes - real estate � 1,030 1.1 Telephone 1,404 1.4 Utilities 1,375 1.4 TOTAL EXPFNSES $86,398 8s.1% . � � RESTRICTEO FOR INTERNAL USE. � THIS REPORT�REPRESENTS 600K FIGURES WITHOUT INDEPENDEN7 VERIFICA- �fREITMA ORENSTEIN AND SCHWEITZER TIAAI: THIIC wF naF N07 inl A P05171�N TO EXPRESS AN OPINION HEREON• , , CER 1 IED PUBLIC ACCOUNTANTS ABRAMS. P.A. CASH PROJECTION Ten Years Ended September 30, 1987 (Cash Basis) . BREITMAN, ORENSTEIN nNO SCHWEITZER � C E R T 1 F� E U P U B L i C A C C O U N T A N T S MINNEAPOUS, MINNESOTA . � . BREITMAN, ORENSTEIN Ar,�SCHWEITZ R CERTIFIED PUBLIC ACCOUNTANTS LEO BREITMAN,C.P.A. HAR`!EY ORENSTEIN,C.P.A. STAtJ�_EV SGHtiNEITZ[R,C P.A. ffD�AUYD GOTTUEB.C.P.A. �A�ses zoCr+.C.P.a. MIDWEST PLAZA BUILDING BARRY RUBIN.C.P.A. MINNEAPOLIS,MINNESOTA 55402 � 0.4viD�nhtBERGEA,C.P.A. TELEPHONE(ot2)333-7811 JON FRASER,C.P.A. � - � DAVID ORENSTEIN,C.P.A. R09ERT KARON.C.P.0. � . MICH:.EL MURfiAY.C�.P.A. . � 1NILUA'.t OBERAEiT,C.P.A. MAICOL�d McOERMID.C.P.A. STAriLEY Ati�LER,C.P.A. � � � MERLIN HENSCH � . � - � . . . � - DAViD BENENSON IAURiE BREITMAN RICHARO OFENSTEM DAVID�vIEKER July 28s 1977 Abrams, P.A. 644 Selby Avenue Saint Paul, Minnesota We have prepared the Cash Projection for Abrams, P, for e ten years ended September 30, 1987. The information co �.ined n the attached statement and schedul.e is based on informa on su lied to us by the Professional Association and assembled nto s Cement and schedule form for presentation. Since no verif' ation as made as to the validity or accuracy of the information s plied no opinion can be rendered on the attached statements. . � '`L'' - r��st2%�� . BRETTMAN, ORENSTEIN AI�� SCHWEITZER Certified Public Accountants i ABRAl�iS, P.A. SCHEDULE A-l� SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSES � Year Ended SepCember 30, 1978 (Cash Basis) (Unaudited) ` I I I GENERAL AND ADMINISTRATIVE EXPENSES: ISalaries - officer $ 52,000 � Salaries - other 68,000 Auto expense 2,400 I Business meetings 2,500 Donations 1,100 Dues and subscriptions 1,500 Employee benefits 1,000 ! Iz�surance 7,000 Linen 1,1p0 Medical drugs and supplies 10,000 ( Office expense 4,000 Outside services 1,600 Postage 1,750 Professional services 12,000 �: Profit sharing and pension trust contributions 10,600 Repairs and maintenance 3,000 Taxes - payroll 6,000 � Telephone 2,�Q� I Travel 150 Utilities 2,700. � 1 TO�TAL GENERAL AND ADMINISTRATIVE EXPENSES $190,900 - � � � , � i • � 9 # � � � RESTRICTE� �OR INTERNAL USE. - THIS REPORT REPRESENTS BOOK FIGURES WITHOUT INDEPENOENT veRiFtCa- BREITMAN, ORENSTEIN AND SCHWEITZER EXHIBIT A . 1981 1982 1983 1984 1985 ]. 1987 --_----- $294,284 $323,712 $356,083 $391,691 $430.860 $ 7 46 $521,34I $ 19,060 $ 30,817 $ 45,927 $ 64,726 $ 87,583 $11 , 04 $147,136 294„284 323,712 356,083 391,691 430,860 47 46 521,341 313,344 354,529 402,010 456,417 518,443 58 50 668,�+77 254,088 279,497 307,447 338,192 372,�11 '�; !� 40 ; 12 450,133 . 6,655 7,321 8,053 8,858 9,744 1 718 11,790 2b0.743 286,818 315,500 347,050 381,755 I 41 930 461,923 52,�01 67,711 86,510 109,367 136,688 16 920 206,554 2,584 2,584 2,584 2,584 2,584 ,584 2,584 19s200 19,200 19,200 19,200 19,200 1 200 19,200 21,784 21,784 21,784 21,784 21,784 2 784 21,784 $ 30,817 $ 45,927 $ 64.726 $ 87,583 $I14.904 $14 136 $184,770 .' ABKAMS, P.A. NOTES TO P ROJECTION Ten Years Ended September 30, 1987 (Cash Basis) (Unaudited) ' The Cash Projection was based on the following assumptions: 1. Fee income will increase by 10% each year. 2. General and administrative expenses are based on historical data and updated as necessary. These expenses are paid one , month after they are incurred and will increase by 10% each year. 3. Real estate taxes will increase by 10% each year. 4. Building requirement payments were obtained from Port Authority personnel. - RESTR�CTED FOR INTERNAL USE_ � � . � THIS REPORT REPRESENTS BOOK FIGURES WITHOUT INDEPENDEN�T VERIF�CA- BREITMAN, ORENSTEIN AND SCNWEITZER TtON: TMUS WE ARE NOT IN A POStTiON TO EXPRESS AN OPiN10N HER[ON• cFR7rF�Fn Puw�_�c ACLOl1NTANTS � S ^ p O � � � r* p, �G � � Z ;' � �• ro � ��;� � a � I ��1�� -------. __!-�o ; � o � �� _ � :: . , . D V o ��W � i :: o w ° �� )�� 3 , _ � • � UJl1i�� ., � °� �� t::t :i ._N) N a::s �, � ��i �--'',' � N � � m -i � � m � o -*' s,�� IDU�J�� UJ�� ! m � ��tiJ ~ W --1 �� ODaoo°a n � C . . � �v� c v �❑ •' � :: m �-+ ❑ `• � � � z� r�- � _ v � �a � r � � H - � W � ,�Cn � z OT � TM J (. J O � l_ �D ,_�°..� - a �� l i r n ' �. , � D _ �� o � � _ . �� o . � _� � -� � �� , r � • � � J , ♦ ` � ��. �� ResoZution No. 1241 RESOLUTION OF THE PORT AUTHORITY OF THE CITY OF SAINT PAUL WHEREAS , the purpose of Chapter 474, Minnesota Statutes, know*n as the Minnesota Municipal Industrial Develop- ment Act (hereinafter called "Act") as found and determined by the legislature i, to promote the welfare of the state by the active attraction and encouragement and development of economi- cally sound indus.try and commerce to prevent so f ar 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 WFiEREAS, 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 develo�ment of land use which will provide an adequate tax base to finance these increas- ed costs and access to em�loyment opportunities for such popu- lation; and WHEREAS, The Port Authority of the City of Saint Paul (the "Authority") has received from Abrams, P.A. (hereinafter referred to as "Company") a request that the Authority issue its revenue bonds (which may be in the form of a single bond) to finance the acquisition, installation and construction of facilities for a medical clinic (hereinafter collectively 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 develapment of the community to retain and improve i:ts 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 assessed valua- tion and debt and enhance the image and reputation of the City; and WHEREAS , the Project to be financed by revenue bonds will result in the employment of approximately 10 persons in the new facilities; and WHEREAS , the Authority has been advised by repres�nta- 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 RESOLVED by the Commissioners of the Port Authority of the City of Saint Paul, Minnesota as follows : 1. On the basis of information available to the Authority it appears, and the Authority hereby finds, that s�.id Project constitutes properties, used or useful in connection with one or more revenue producing enterprises engaged in any business within the meaning of Subd�.vision la of Section 474.02 of the Act; that the availability of the financing under the Act and willingness o� the Authority to furnish such financing wi11 be a substantial inducement to the Company to undertake the Project, and that the effect of the Project, if undertaken, will be to encourage the development of economically saund industry and commerce and assist in the prevention of the emergence of blighted and marginal land, and will help to prevent chronic unemploymen-t, and will help the City to retain and improve its tax base and provide the range of services , in- cluding ,medical. 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 and other documents necessary to evidence -2- . 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 bond) in an amount not to exceed $250,000 Eother 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 Authority a form of Preliminary Agreement between the Authority and Com- pany, 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, install- ation and construction of the Project and any temporary financing thereof with the assurance that there has been sufficient "offi- cial 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 and other documents necessary to the adoption by the Authority of �.ts final bond resoluti.on 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 o� any constitutional or statu- tory limitation and shall not constitute or give rise to a pecuniary liability of the Authority or the City or a charge against their general credit or taxing powers and neither the full �aith and credit nor the tax3,ng powers of the Authority or the City is pledged for the payment of the bonds or interest thereon. 5. Tn 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 -3- , � . i • ' to forward to the City Cotzncil copies of this resolution and said Preliminary Agreement and any additional available information the City Council may request. Adopted August 16 , 1977 . ,, , % Attest - t �(�., Preside�t ` The Po�t thority of the City � :i � of Saint Paul Se etary -4- . ,��,�� PRELIMINARX AGREEMENT THTS AGREEMENT, made and entered into this 16th day of August, 1977 , by and between the PORT AUTHORfiT'� OF THE CITY OF SAINT PAUL, a public corporation organized and existing under the provisions of Minnesota Statutes, Chapter 458, and a re- development agency within the meaning of Minnesota Statutes, Chapter 474 , hereinafter called "Port Authority" , and Abrams, P.A. , a professional association organized under the laws of the State of Minnesota, hereinafter called "Company" ; WITNESSETH: WHEREAS: A. The Company and Port Authority intend that a facility be acquired, installed and con- structed for use as a medical clinic on premises described in Exhibit A attached hereto and incorporated herein by reference, said facility and premises being herein- after called "Project" ; B. The parties hereto intend, subject to the terms, covenants and conditions herein con- tained, to enter into a Lease (hereinaf ter called "Lease") of the Project in the form and tenor customary with respect to com- mercial revenue bond financing in the State of Minnesota and to finance the acquisition, installation and construction of the Project through the issuance by the Port Authority of Commercial Development Revenue Bonds (hereinafter called Bonds) which may be in the form of a single bond pursuant to Minnesota Statutes, Chapters 458 and 474 . NOW THEREFORE, in consideration of the mutual covenants herein contained, it is hereby agreed by and between the parties hereto as follows: 1. The Company and the Port Authority agree to nego- tiate the Lease in a form and tenor customary with respect to commercial revenue bond financing in the State of Minnesota, including without limitation the provision for the following: (a) The Lease term sha11 commence on the nominal date of the Bonds and shall extend through the final maturity date of the Bonds. (b) The Company sha11 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 Bonds and to amortize the cost of the land. -2- (c) Interest on earnings derived from the investment of the monthly payments and other monies in the Bond Fund and the Construction Fund shall inure to the benefit of the Port Authority. (d) The Company shall have the option to pur- chase 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, determined in the Lease to be required to reimburse the Port Authority for its equity in the Project. (e) The Company sha11 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. (f) 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 . (g) 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 Authority, liabilit� and property insurance with respect to the Pro�ect in amounts and against risks customary with respect to such properties . -3- (h) The Company agrees that prior to the commencement of the construction of any part of the Project, the Company will cause to be filed with the Port Authority and approved by its duly authorized agent the Plans and Specifications for the entire Pro- ject certified by an engineer registered in the State of Minnesota and that with respect to at least that part of the Project the Company then wishes to 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 Port Authority for damages to property except such -4- 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 in the City of Saint Paul. (i) The Company shall agree to pay all taYes , 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 a Project Agreement in substantially the form on file in the office of the Port Authority or into the negotiated Lease which may substantially incorporate by reference Articles 1 and 2 of such Project Agreement. 3. Upon negotiation of the details of said Lease and final determination of the terms of the Bonds , the Port Authority sha11 thereafter issue said Bonds in accordance with the terms and conditions set forth in the Project Agreement; provided that: (a) Details of the sale and issuance of the Bonds to be issued by the Port Authority shall be sub�ect to �inal approval by the Company and the Port Authority. -5- (b) Issuance of said Bonds shall be subject to the issuance of the approving opinion of Briggs and Morgan, Professional Association, Bond Counsel for the Port Authority and for the City of Saint Paul, and the furnishing of all documents, resolutions, agree- ments, financial information, certifications , and representations necessary to the sale and delivery of the Bonds, including those which are customarily used and those which are customary and necessary to comply with all state and federal laws, regulations, rulings and decisions. 4. Regardless of whether or not for any reason the Bonds are issued, the Company shall upon demand nevertheless promptly pay or reimburse the Port Authority for the payment of all out-of-pocket expenses incurred by the Port Authority in connection with the Project including without limitation all Bond Counsel and other legal fees incurred in the preparation of this Preliminary Agreement, the negotiated Lease and other related documents. 5. The Port Authority reserves the right to issue Bonds to a bank or other financial institution in the form of a single bond, with installments of principal, in lieu of serial bonds. -6- 6. 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 f irst above written. In the Presence of: PORT AUTHORITY OF THE CITY OF SAINT PAUL BY I ts BY I ts (Corporate Seal) In the Presence of: ABRAMS, P.A. By Its By I ts (Corporate Seal) -7- EXHIBIT A LEGAL DESCRIPTION OF PROJECT PREMISES Lots l, 2, and 3, Bloc� 15, Smith' s Sub-__ division oF Stinson' s Division of thz North•:�est � af Section 36, Township 29, . - Rang� 23, according to the plat ther�of on file anc� of record in the office o� the Register of Dz�ds within and for Rams�y _ County, rlinnzsota; excapt the South 20 feet of said Lots, t�ken for th� Fridening of Universi-ty Av�r_ue; together �vith th� S�uth � of tha� vacated part of the alley in said Block 15 lying East of the Z�7est lir�e of said Block 15 ��nich accruzd to said Lots 1, 2, and 3 by reason of vacation: - And Lots 16, 17, and 18 in said Bloc',c 15; together with th� I�orth 2 of that vacated part of thz alley in said Block 15 lying East of th4 ti��st line of said Block 15 which accru�d to said Lots by reason of vaca�ion_ Contains 29,076 square fzet, more or less. A-1 + \, 3 . � a..t,, � -� .. . . � * . 1 �� .. �� . . OM O1: �2/1975 Rev. : 9;/8/76 EXPLANATION OF ADMINISTRATIVE (7RDERS, � : ItESOLUTIONS, �D ORDINANCES • ,�� Date: August 18, 19�'7 TO: , MAYOR EOR�E LATIMER FR: E.A. t. Paul Port Authority REe AB , P.A. N�DICAL CLINIC . PRELIMINARY J4GRfEM�NT RESOLUTI4N N0. 124] . ACTION REQUESZ'ED: In accordan.ce with the Laws of Minnesota 1976, Chapter 234, i� �is requested that the C'�ty �o�c�1 by Resolutian, a draft copy of which is attached .h�reto, approv�� th� tsswnnce of an amownt not to exceed �25Q,0� in revenue bonds �to build a new 'med�cal' clinic for Abrams, P.A. to be located on a site at University i�artd Mackubin. PURPOSE AN�t RATIONALE` FOR THIS ACTION: The purpose af the bvr�d issue is to finance the construction t�f a new medic�l clinic. - Abrams, P.A, is presently located on Se1by Avenue i:n St. Paul.> The new facility re- presents a major new dev�lopment ta t�pgrade the area and irrq�r�ve the� delivery of medical services to the resfdents af the s�urrounding conmunity;. The proposed fndus- trial revenue bond issue is issued under Chapte�^ 474 and does tinvt place any obli9�ntion on the reserves and revenue af the Port Autfiori�ty. A private ;placement has been secured for the purchase of the bonds. ATTACHMENTSz Staff Memorandum Draft City Council Resolution . P�rt Autfiori ty Resol uti on No. 1241 Pretiminary Agreement