RES 11-78CITY OF ELK RIVER
RESOLUTION NO. I I- 7S
RESOLUTION APPROVING CONSENT TO MERGER OF THE YOUNG
MEN'S CHRISTIAN ASSOCIATION OF METROPOLITAN
MINNEAPOLIS AND YOUNG MEN'S CHRISTIAN ASSOCIATION
OF THE GREATER TWIN CITIES
BE IT RESOLVED By the City Council ("Council) of the City of Elk River, Minnesota (the
"City") as follows:
Section 1. Recitals.
1.01. The Young Men's Christian Association of Metropolitan Minneapolis ("YMCA")
entered into a Lease Agreement with the Economic Development Authority fox the City of Elk River
(the "Authority dated as of August 20, 2007 (the "Lease"), under which the Authority leases a
recreational facility (the "Project") to YMCA.
1.02. Construction of the Project was financed in part with proceeds of the Authority's
~1QOOQ000 General Obligation Bonds, Series 2007 and ~2,OOQ000 General Obligation Bonds, Senes
200811 (together, the `Bonds"), which Bonds are secured in part with lease payments under the Lease.
1.03. The YMCA has proposed to merge with the YMCA of Greater St. Paul to form a single
entity known as the Young Men's Christian Association of the Greater Twin Cities ("I'-GTC").
1.04. YMCA has requested that the Authority and city consent to the merger, such that Y-
GTC assumes all obligations of YMCA under the Lease.
1.05. The Council has reviewed a form of Consent to merger of The Young Men's Christian
Association of Metropolitan Minneapolis and Young Men's Christian Association of the Greater Twin
Cities (the "Consent' and has determined that it is in the best interest of the Authority and the City of
Elk River to approve such Consent.
Section 2. City Approval: Further Proceedings.
2.01. The Consent as presented to the Council is hereby in all respects approved, subject to
approval by the board of commissioners of the Authority, and subject to modifications that do not alter
the substance of the transaction and that axe approved by the President and Executive Director of the
Authority, provided that execution of the documents by such officials shall be conclusive evidence of
approval.
2.02. City officials axe hereby authorized to execute on behalf of the city any documents
requiring execution by the city in order to carry out the transacdon described in the Consent.
Approved by the City Council of the City of Elk River, Minnesota this 12s' day of December,
2011.
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J J. ietz,
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Tina Allard, City Clerk
395671v1 SJB EL185-6