03-575CouncilFile# ��' � S�S
GreenSheet# !;pOOS'00
MINNESOTA
Presented By
Refeired To
a3
Committee:
2 RESOLUTION OF THE CITY OF SAIIVT PAUL, MINNESOTA
3 (A) GIVING FINAL APPROVAL TO THE EXECUTION OF DOCLJMENTS
4 NECESSARY TO REFINANCE THE RADISSON CITY CENTER HOTEL AND
5 (B) APPROVING THE ISSUANCE OF TAX-EXEMPT REVENUE BONDS
6 BY TI� PORT AUTHORPI'Y FOR SUCH PURPOSE
9 WHEREAS, it is a specifically stated goal of the City of Saint Paul (the "City") to increase
10 overnight visitor activity to downtown Saint Paul in support of the retail, food service and
11 entertainment facilities currently located in downtown Saint Paul, and to encourage additional
12 development of such facilities; and
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Wf�REAS, in support of this goal, the City Council of the City and the Housing and
Redevelopment Authority of the City of Saint Paul, Minnesota (the "HRA") have previously
adopted resolutions and entered into contracts relaring to the acquisition and renovarion of the hotel
facility located in the downtown complex known as Town Square (the "Radisson City Center"),
including the issuance of the $5,900,000 Port Authority of the City of Saint Paul Hotel Facility
Revenue Bonds, Series 1995 (the "Prior Bonds"); and
Wf�REAS, the Radisson City Center, which facility is currently owned by Capital City
Properties ("CCP"), a 501(c)(3) affiliate of the Port Authority of the City of Saint Paul (the "Port
Authorit}�'); and
WIIEREAS, on May 27, 2003, the Port Authority adopted its resolurion giving its approval
to the issuance of (a) approximately $5,235,000 of tas-exempt revenue bonds (the "Bonds") to
refund the Prior Bonds and (b) up to $2,000,000 of future tas exempt revenue bonds as Additional
Bonds under the Indenture of Trust to be executed in connection with the Bonds (the "Future
Bonds") to finance the renovafion of the Radisson City Center; and
R�HEREAS, payment of principal and interest on Yhe Bonds (but noY the Fuhu Bonds) will
be secured by a moral obligation agreement of the City of Saint Paul (the "Cit}�') for which the City
will receive, as a credit ei�liancement fee: (a) an annual amount equal to 12.5% of the annual cash
flow and (b) $2,500 per yeaz (collecrively the "City Fees"); and
WIIEREAS, it has been further proposed that the City's moral obligation pledge be
supported by (a) a reserve funded from amounts now on hand in connection with the Prior Bonds in
an initial amount equal to one year's debt service on the Bonds; and (b) such other amounts as are
more fully provided in the Amended and Restated Radisson City Center Moral Obligation
Ageement to be executed by the HRA, the City, the Port Authority and CCP in connecrion with the
issuance ofthe Bonds;
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1 WFIEREAS, the reimbursement of any amounts which aze paid by the City pursuant to its
2 moral obligarion pledge will be secured by a subordinate Mortgage, Security Agreement and Fixture
3 Financing Statement (the "City Mortgage") originally executed by CCP in favor of the City in
4 connection with the Prior Bonds and amended in connecrion with the issuance of the Bonds; and
WIIEREAS, it is necessary and desirable, and in the best interest of the City, to support the
proposals and transactions described above.
NOW THEREFORE, BE TT RESOLVED by the City Council of the City of Saint Paul,
10 Minnesota, as follows:
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12 1. Neither the Bonds, nor the interest thereon, shall constitute an indebtedness of the
13 City within the meaning of any constitutional or statutory debt limitation and shall not constitute or
14 give rise to a pecuniary liability of the City or a chazge against its general taxing powers and neither
15 the fixll faith and credit nor the general taacing powers of the City is pledged to the payment of the
16 Bonds or Notes or interest thereon.
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2. Forms of the following documents have been submitted to the City for review and/or
approval in connection with the approval given in paragraph 2 above and in connection with the
sale, issuance and delivery of the Note and the Bonds:
(a) the Amended and Restated Radisson City Center Moral Obligation
Agreement to be entered into among the Port Authority, CCP, the City and the HRA; and
(b) the Continuing Disclosure Agreement to be entered into among the City, the
Port Authority and CCP; and
(c) the General Amendment to 1995 Documents providing for, among other
things, the amendment of the City Mortgage and the Intercreditor Agreement entered into
among the Port Authority, CCP, the City, the IIRA, Carlson Real Estate Companies and the
Trustee in connection with the issuance of the Priar Bonds, and with respect to their various
interests in the Radisson City Center;
(collectively the "Documents")
3. It is hereby found, determined and declared that:
(a) The execufion and delivery by the City of the Documents and the
performance of all covenants and agreements of the City contained therein, and of all other
acts and things required under the Consritution and laws of the State of Minnesota to make
the Documents valid and binding obligations of the City in accordance with their terms, are
authorized by Minnesota Statutes, Sections 469.041;
(b) It is desirable that the Bonds be issued by the Port Authority upon the
general terms set forth in the Indenture and the Documents, as applicable;
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(c) Under the provisions of and as provided in the Indenture and the Documents,
the Bonds aze not to be payable from or a charge upon any funds other than the revenues
pledged to the payment thereof; the City is not subject to any liability thereon; no holder of
any Bonds shall ever have the right to compel any exercise by the City of its t�iug powers
to pay the Bonds or the interest or premium thereon, or to enforce payment thereof against
any property of the City; the Bonds shall not constitute a chazge, lien or encumbrance, legal
or equitable, upon any property of the City; the Bonds shall recite that the Bonds are issued
without moral obligarion on the part of the State or its political subdivisions (except for the
moral obligation pledge of the City set forth in the Radisson City Center Moral Obligarion
Agreement), and that the Bonds, including interest thereon, are payable solely from the
revenues pledged to the payment thereof; and the Bonds shall not constitute a debt of the
City within the meaning of any constiturional or statutory lunitation.
4. The forxns of the Documents are approved substantially in the form submitted and
on file in the offices of the City, with such subsequent changes as may be approved by the City
staff, counsel to the City and Leonard, Street and Deinard as Bond Counsel as contemplated by
paragraph 7. The Mayor and Director, Office of Financial Services of the City, or such other
officers as may be appropriate in their absence, aze hereby authorized and directed to execute the
Documents in substantially the form submitted, as modified pursuant to paragraph 7, and any other
documents and certificates which in the opinion of the City Attomey and Bond Counsel aze
necessary to the transac$on herein described. The execution of any instnunent by the appropriate
officer or officers of the City herein authorized shall be conclusive evidence of the approval of such
documents in accordance with the terms hereof. Copies of all of the documents necessary to the
transaction described shall be delivered, filed and recorded as provided herein and in the Indenture.
5. The appropriate officers of the City are authorized and directed to prepare and
fiunish to the initial purchaser of the Bonds and Bond Counsel certified copies of proceedings and
records of the City relating to the transacrions herein contemplated, and such other affidavits and
certificates as may be required to show the facts relating to the legality of the transactions herein
contemplated as such facts appeaz from the books and records in the officers' custody and control or
as otherwise lmown to them; and all such certified copies, certificates and affidavits, including any
heretofore furnished, shall constitute representations of the City as to the truth of all statements
contained therein.
6. The approval hereby given to the Documents referred to above includes approval of
such additional details therein as may be necessary and appropriate, and such modificarions thereof,
deletions therefrom and additions thereto as may be necessary and appropriate and approved by the
City's Director, Office of Financial Services.
7. The authority to approve, execute and deliver future amendments to documents
entered into by the City in connection with the transactions herein contemplated, is hereby
delegated to the Director, Office of Financial Services subject to the following conditions: (a)
such amendments do not materially adversely affect the interests of the City or the HRA; (b)
such amendments do not contravene or violate any policy of the City or the HRA; and (c) such
amendments are acceptable in form and substance to the Director, Office of Financial Services,
the City Attorney and Bond Counsel. The execution of any instrument by the Director, Office of
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Financial Services shall be conclusive evidence of the approval of such instrmnents in
accordance with the terms hereof.
8. No covenant, sripularion, obligation or agreement contained herein or in the
Documents shall be deemed to be a covenant, sripulation, obligation or agreement of any member of
the City Council, or any officer, agent or employee of the City in that persons individual capacity,
and neither the City Council nor any officer executing the Documents shall be liable personally
thereunder or be subj ect to any personal liability or accountability by reason thereof.
9. The City Council hereby consents to the issuance by the Port Authority of the
Bonds for the purposes described herein and in the Port Authority resolutions, and secured by the
moral obligation of the City. The exact details of the Bonds, including but not limited to
provisions relating to maturities, interest rates, discount, redemption, and for the issuance of
additional bonds are to be deterxnined by the Port Authority. The City Council hereby authorizes
the issuance of any refunding bonds by the Port Authority, found by the Port Authority to be
necessary for carrying out the purposes for which the Bonds are issued, provided that (a) the
moral obligation of the City shall not apply to any refixuding bonds, without the express
subsequent approval of the City Council; and (b) any interests of the IIRA which aze to continue
following such refunding have been, in the opinion of the City Attorney, adequately secured. It
is fiuther understood and agreed that the City shall receive a fee upon issuance of the Future
Bonds of $2,500.
Requested by Department of:
Office of Fi�}�i 1 Services
T//
By: �`� �
Adopted by Council: Date � \\ �.oa'a
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Adoption Certified by Council Secretary
Approved by
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Form Approved by City Attorney
By: �ISGt� t�'. UL/.l�
�lby Mayor for
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Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet
D3 -S'rl5
FS — Financial Savica
Contact Person 8 Phone:
Todd Hurley
266-8837
Must Be on Council Agenda by
11JUN-03
Z�Y-03 I Green Sheet NO: 3000800
Deoarhnent SentToPerson InitiaVDate
0 inancial
1 mancialServica De arhnentDir tor
2 i A �
3 ia or's ftice MavodAssisfant
4 uo il
�
Assign
Number
For
Routing
Order
Total # W Signature Pages _(Clip All Locations for Signature)
Action Requestesi: � -
Resolu6on gives fuml approvai to execution of documents necessary to refinance the Radisson Ciry Center Hotel & approves
issuance of tax-exempt revenue bonds by the PA.
idations: Approve (A) or F
Planning Commission
CIB Committee
Civil Service Commission
Personal Service
Following QuesGons:
t. Has this personffirtn ever worked under a contrect for this department?
Yes No
2. Has this person/firtn ever been a city employee?
Yes No
3. Does this perso�rm possess a skill not nortnally possessetl by any
current city employee?
Yes No
Explain all yes answers on separate sheet and attach to green sheet
Initiating Problem, Issues, ppportunity (Who, What, When, Where, Why):
Bonds aze for the pnrpose o£ refunding the Port Authority's $5,900,000 Hotel Facility Revenue Bonds, Series 1995; resulting in
significant savings.
. .. °j �'•��,�`tt�'r, ? E'
AdvanWpeslfAPProved: "�'�:;�� �' ;-� `�+�'��^
Financing will be availabie to refund the Port Anthoriry's $5,900,000 Hotel Facility Revenue Bonds, Series 1995, resulting in si�ificant
savings.
Disadvanta5les If Approved:
None.
Disadvantages if Not Approved:
These savings wili not occau.
oWlAmountof 5235000
Treosaction:
Fundinq Source:
flnancial Information:
� (Exptain)
CosURevenue Budgeted:
Activity Number.