4.4. SR 03-20-2000~ity of
iver
MEMORANDUM
Item #4.4.
TO:
FROM:
DATE:
SUBJECT:
Mayor & City Council
Lori Johnson, Finance Director
March 20, 2000
Consider Resolution Giving Final Approval to the Housing
Program of Evans Park, Inc. and the Issuance and Sale of
Revenue Bonds Therefore
Attached is a resolution that, when approved, awards the sale of CareChoice
revenue bonds in an amount not to exceed $3,500,000. Previously Guardian
Angels and St. Therese Home of New Hope were jointly issuing bonds;
however, St. Therese has withdrawn its request. Therefore, this issue is only
for Guardian Angels projects in Elk River. Representatives from Guardian
Angels will be present on Monday to address any issues the council may have.
Action Requested
The City Council is asked to consider the attached Resolution Giving Final
Approval to the Housing Program of Evans Park, Inc. and the Issuance and
Sale of Revenue Bonds Therefore.
s: \ council \ carchcbd.doc
13065 Orono Parkway · P.O. Box 490 · Elk River, MN 55330 · TDD & Phone: (612) 441-7420 · Fax: (612) 441-7425
Extract of Minutes of Meeting of the
City Council of the City of Elk River, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of
Elk River, Minnesota was duly held at City Hall in said City of Elk River, on Monday, the 20TM day
of March, 2000, commencing at 6:00 o'clock P.M.
The following Council members were present:
and the following were absent:
Council member
and moved its adoption:
then introduced the following written resolution
RESOLUTION NO.
A RESOLUTION GIVING FINAL APPROVAL TO
THE HOUSING PROGRAM OF EVANS PARK, INC.
AND THE ISSUANCE AND SALE OF
REVENUE BONDS THEREFOR
The motion for the adoption of the foregoing resolution was duly seconded by Council
member ~ and upon vote being taken thereon the following voted in favor thereof:
and the following voted against the same:
whereupon said resolution was declared duly passed and adopted.
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A RESOLUTION GIVING FINAL APPROVAL TO
THE HOUSING PROGRAM OF EVANS PARK, INC.
AND THE ISSUANCE AND SALE OF
REVENUE BONDS THERE, FOR
BE IT RESOLVED by the City Council (the "Council") of the City of Elk River, Minnesota
(the "City"), as follows:
1. Authority. The City is, by the Constitution and laws of the State of Minnesota,
including Minnesota Statutes, Chapter 462C, as amended (the "Act"), authorized to issue and sell
its revenue bonds for the purpose of making or purchasing loans to finance certain housing
developments authorized by the Act.
2. Authorization of Proiect; Documents Presented. Evans Park, Inc., a Minnesota
nonprofit corporation (the "Corporation"), has proposed to this Council that the City issue and sell
its City of Elk River, Minnesota Revenue Bonds (CareChoice Member Project), Series 2000, in
substantially the form set forth in the hereinafter-mentioned Indenture (the "Bonds"), pursuant to the
Act and loan the proceeds thereof to the Corporation, in order to provide financing with respect to
costs of a Housing Program (the "Housing Program") previously approved by this Council (the
"Project"). Forms of the following documents relating to the Bonds have been submitted to the City:
(a) Loan Agreement (the "Loan Agreement") dated as of March 1, 2000 between
the City and the Corporation; and
(b) Trust Indenture (the "Indenture") dated as of March 1,2000, between the City
and Norwest Bank Minnesota, National Association, as trustee (the "Trustee"); and
(c) Bond Purchase Agreement (the "Bond Purchase Agreement"), by and between
Miller, Johnson and Kuehn, Incorporated (the "Underwriter"), the Corporation and the City;
and
(d) Assignment of Mortgage (the "Assignment") dated as of March 1,2000, from
the City to the Trustee.
3. Findings. It is hereby found, determined and declared that:
(a) There is no litigation pending or, to the actual knowledge of the City,
threatened against the City questioning the City's execution and delivery of the Bonds, the
Loan Agreement, the Bond Purchase Agreement, the Assignment or the Indenture or
questioning the due organization of the City, or the powers or authority of the City to issue
the Bonds and undertake the transactions contemplated hereby.
(b) The execution, delivery and performance of the City's obligations under the
Bonds, the Indenture, the Bond Purchase Agreement and the Loan Agreement do not and
will not violate any order of any court or other agency of government of which the City is
aware or in which the City is a party, or any indenture, agreement or other instrument to
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which the City is a party or by which it or any of its property is bound, or be in conflict with,
result in a breach of, or constitute (with due notice or lapse of time or both) a default under
any such indenture, agreement or other instrument.
(c)
Indenture.
If and when issued, the Bonds shall conform to the terms set forth in the
(d) Under the provisions of the Act, and as provided in the Loan Agreement and
Indenture, the Bonds do not and shall not constitute an indebtedness, a pecuniary liability,
a moral or general obligation or a loan of the credit of the City and the Bonds are not secured
by, and are not a charge, lien or encumbrance, legal or equitable, against the City's property,
funds, general credit or taxing powers.
4. Approval and Execution of Documents. The forms of the Housing Program and the
Loan Agreement, Indenture, Bond Purchase Agreement and Assignment are approved. The Loan
Agreement, Indenture, Assignment and Bond Purchase Agreement are authorized to be executed in
the name and on behalf of the City by the Mayor and the City Administrator, in their discretion at
such time (if any) as they may deem appropriate, in substantially the forms on file, but with all such
changes therein as may be approved by the officers executing the same, which approval shall be
conclusively evidenced by the execution thereof.
5. Approval, Execution and Delivery of Bonds. Upon the execution of the documents
described in paragraph 4 above, the City shall issue the Bonds in an aggregate principa.1 amount of
not to exceed $3,500,000 in the form and upon the terms set forth in the Indenture, which terms are
for this purpose incorporated in this resolution and made a part hereof; provided, however, that the
initial aggregate principal amount of and the maturities of the Bonds, the interest rates thereon, and
any provisions for the optional or mandatory redemption thereof shall all be as set forth in the final
form of the Indenture; and provided further that, in no event, shall such maturities exceed 30 years
or such rates of interest exceed 8.00% per annum. The Underwriter has agreed pursuant to the
provisions of the Bond Purchase Agreement, and subject to the conditions therein set forth, to
purchase the Bonds at the purchase price set forth in the Bond Purchase Agreement, and said
purchase price is hereby accepted.
6. Official Statement. As requested by the Underwriter, the City consents to the
Underwriter's distribution of the Official Statement; provided that the City has not been requested
to participate in the preparation of or to review the Official Statement and the City has not done so
and will not do so and that the City has made no independent investigation of the facts and
statements provided therein, and the City assumes no liability with respect thereto, including without
limitation matters relating to the accuracy, fairness, completeness, or sufficiency of the Official
Statement.
7. Bank Qualified Bonds. The City hereby designates the Bonds as a "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code and further represents
that:
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(a) the reasonably anticipated amount of tax-exempt obligations (other than private
activity bonds, treating qualified 501 (c)(3)bonds as not being private activity bonds) which
will be issued by the City (and all entities subordinate to, or treated as one issuer with, the
City) during calendar year 2000 will not exceed $10,000,000; and
(b) not more than $10,000,000 of obligations issued or to be issued by the City
during calendar year 2000 have been designated for purposes of Section 265(b)(3) of the
Code.
8. Certificates, Additional Agreements, etc. The Mayor, City Administrator and other
officers of the City are authorized upon request to furnish to bond counsel and the purchaser of the
Bonds, when issued, certified copies of all proceedings and records of the City relating to the Bonds,
such additional agreements as may be necessary in connection with the issuance of the Bonds and
such other affidavits and certificates as may be required to show the facts appearing from the books
and records in the officers' custody and control or as otherwise known 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.
Adopted by the City Council of the City of Elk River, Minnesota, this 20th day of
March, 2000.
1147465.2
STATE OF MINNESOTA )
)ss.
COUNTY OF SI-IERBUKNE)
I, the undersigned, being the duly qualified and acting City Clerk of the City of Elk River,
Minnesota (the "City"), do hereby certify that attached hereto is a compared, true and correct copy
of a resolution giving final approval to an issuance of revenue bonds by the City on behalf of Evans
Park, Inc., duly adopted by the City Council of the City on March 20, 2000, at a regular meeting
thereof duly called and held, as on file and of record in my office, which resolution has not been
amended, modified or rescinded since the date thereof, and is in full force and effect as of the date
hereof, and that the attached Extract of Minutes as to the adoption of such resolution is a tree and
accurate account of the proceedings taken in passage thereof.
2000.
WITNESS My hand this day of ,
City Clerk
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