5.3.A & B SR 10-15-2007REQUEST FOR ACTION
To Item Number
Ci ~ Council 5.3.A & B
Agenda Section Meeting Date Prepared by
Administration October 15, 2007 Tim Simon, Finance Director
Item Description Reviewed by
A. Ordinance Authorizing the Issuance of Not to Exceed Lori ohnson, Ci Administrator
$12,000,000 General Obligation Bonds by the Economic Reviewed by
Development Authority fox the City of Elk River
B. Resolution Authorizing a Continuing Disdosute
Undertaking with Regard To The Issuance of $10,000,000
General Obligation Bonds, Series 2007 of the Economic
Develo ment Authoxi fox the Citv of Elk River
Action Requested
It is requested that the Mayor and City Council adopt the following:
Ordinance No._ Authorizing The Issuance Of Not To Exceed $12,000,000 General Obligation
Bonds By The Economic Development Authority Pox The City Of Elk River, Minnesota;
Providing Fox The Form And Details Thereof, And Authorizing The Economic Development
Autharity Far The City Of Elk River, Minnesota, To Pledge The Full Faith, Credit And
Resources Of'1'he City Of Elk River, Minnesota, Fox The Security And Payment of The Bonds.
• Resolution 07- Authorizing A Continuing Disclosure Undertaking With Regard To The
Issuance Of $10,000,000 General Obligation Bonds, Series 2007 of The Economic
Development Authority For The City Of Elk River, Minnesota.
Background/Discussion
The Economic Development Authority is issuing bonds to construct a recreational facility to be leased to
the YMCA. The bonds are General Obligation of the EDA/City and as such axe secured by a pledge of
the EDA/City. The City shall give specific consent in an ordinance to the pledge of the City's full faith,
credit, and resources fox the bonds. The City is also responsible fox Continuing Disclosure with the
bonds.
Financial Impact
The EDA will levy far the debt service which can be written down on an annual basis.
Attachments
• An Ordinance Authorizing The Issuance Of Not To Exceed $12,000,OOOGenexal Obligation
Bonds By The Economic Development Authority For'The City Of Elk River, Minnesota;
Providing For The Foxm And Details Thereof; And Authorizing The Economic Development
Q\Documents and Settings\jmillex\Local Settings\Tempoxary Internet Files\OLK3E\YMC.Abondconrinwng disdosuxe.doc
Authority Fox The City Of Elk River, Minnesota, To Pledge The Full Faith, Credit And
Resources Of i'he City Of Elk River, Minnesota, For The Security And Payment OE The Bonds
• Resolution 07- _ Authorizing A Continuing Disclosure Undertaking With Regard To The
Issuance of $10,000,000 General Obligation Bonds, Series 2007 Of The Economic
Development Authority Fox The City Of Elk River, Minnesota
Council Action Morionby_ Secondby_ Vote
Follow Up
C:ADoeuments and Se[ri~s\jmi~erALocal SemngsV"femposary Intone['NilesVOLK3E\YMCA6rnidcononuing disdowm.doc
ORDINANCE NO. 07-
CITY OF ELK RIVER
AN ORDINANCE AUTHORIZING THE ISSUANCE OF NOT TO EXCEED
$12,000,000 GENERAL OBLIGATION BONDS BY THE ECONOMIC
DEVELOPMENT AUTHORITY FOR THE CITY OF ELK RIVER, MINNESOTA;
PROVIDING FOR THE FORM AND DETAILS THEREOF; AND AUTHORIZING
THE ECONOMIC DEVELOPMENT AUTHORITY FOR THE CITY OF ELK RIVER,
MINNESOTA, TO PLEDGE THE FULL FAITH, CREDIT AND RESOURCES OF
THE CITY OF ELK RIVER, MINNESOTA, FOR THE SECURITY AND PAYMENT
OF THE BONDS
THE CITY OF ELK RIVER, MINNESOTA, DOES ORDAIN
SECTION 1. Recitals. The Economic Development Authority far the City of Elk River
(the "EDA") has the powers described in Minnesota Statutes, Section 469.101, including the powers
of a housing and redevelopment authority under Minnesota Statutes, Sections 469.001 through
469.047, and the powers of an economic development authority pursuant to Minnesota Statutes,
Section 469.090 to 469.108. The EDA proposes to undertake the acquisition and betterment of a
recreational facility to be owned by the EDA and leased to The Young Men's Christian Association
of Metropolitan Minneapolis (the "Project") in the exercise of its legal powers and in furtherance of
its goals and purposes, and requires financing for the Project. The City and the EDA believe that it
is desirable and necessary that there be issued general obligation bonds to provide funds to assist the
EDA in financing the Project.
SECTION 2. Bonding Authorization. Pursuant to and in accordance with the provisions of
this Ordinance and the provisions of Minnesota Statutes, Section 469.102 and Chapter 475, the
consent of the City Council is hereby given to the EDA to issue and sell the EDA's general
obligation bond ox bonds to which the full faith, credit and resources of the City may and shall be
pledged as payment and security therefor, in one or more series, in fully registered form, and in the
aggregate principal amount not to exceed $12,000,000 (the "Bonds"), fox the purpose of providing
funds to assist in financing the Project, together with such costs of issuance and related costs as may
be incidental to the issuance of the Bonds. The EDA shall set the date, denominations, place of
payment, form, content, interest rates and details of the Bonds, and the City Council hereby
consents to the issuance and details of the Bonds, as so determined by the EDA. The City Counci3
hereby gives specific consent to the pledge of the City's full faith, credit, and resources to the
payment and security of the Bonds.
SECTION 3. Publication. This Ordinance, as adopted on the date hereof, shall be
published in the official newspaper of the City and the EDA.
SECTION 4. Effective Date. The effective date of this Ordinance shall be the date of its
adoption.
2084389v1
THIS ORDINANCE was introduced and adopted by the City Council of the City of Elk
River, Minnesota, on the 15`h day of October, 2007, by the following vote:
AYES:
NAYS:
APPROVED:
Mayor
ATTEST:
Ciry Clerk
EXTR.~CT OF MINUTES OF A MEETING
OF THE CITY COUNCIL OF THE
CITY OF ELK RIVER, MINNESOTA
HELD: October 15, 2007
Pursuant to due call and notice thereof, a regular ox special meeting of the City Council of
the City of Elk River, Minnesota, was duly held at the City Hall on October 15, 2007, at 6:30 P.M.
The following members were present
and the following were absent:
Member
introduced the following resolution and moved its adoption:
RESOLUTION 07-
RESOLUTION AUTHORIZING A CONTINUING DISCLOSURE UNDERTAKING
WITH REGARD TO THE ISSUANCE OF $10,000,000 GENERAL OBLIGATION
BONDS, SERIES 2007 OF THE ECONOMIC DEVELOPMENT AUTHORITY FOR
THE CITY OF ELK RIVER, MINNESOTA
A. WHEREAS, the Economic Development Authority for the City of Elk River,
Minnesota, a body corporate and politic (the "Authority"), will provide fox the acquisition and
betterment of a recreational facility (the "Project") to be leased to the YMCA; and
B. WHEREAS, at the request of the Authority, on October 1 S, 2007, the Council
adopted and approved Ordinance No. _ (the "Ordinance"), authorizing the issuance of general
obligation bonds of the City by the Authority in an aggregate principal amount not exceeding
$10,000,000. The Ordinance was duly adopted, after following all applicable procedures in relation
to its approval pxescxibed by the laws of the State of Minnesota. The Ordinance has not been
repealed, suspended ox amended and remains in full force and effect on the date hereof. In order to
finance the Project, the Authority will issue its $10,000,000 aggregate principal amount of General
Obligation Bonds, Series 2007, dated November 8, 2007 (the "Bonds"), pursuant to a resolution
adopted by the Board of Commissioners of the Authority on October 15, 2007 (the "Resolution");
and the Bonds axe hereby found and determined by the Council to be within the authorization and
limits pxescxibed by the Ordinance.
C. WFIEREAS, the Authority is the issuer of the Bonds, however, the City is an
obligated person under the provisions of Rule 15c2-12 (the "Rule") promulgated by the Securities
and Exchange Commission pursuant to the Securities and Exchange Act of 1934, as amended, and
the City is therefore subject to continuing disdosuxe requirements under the Rule and accordingly,
the City hereby agrees to enter into a Continuing Disclosure Undertaking (the "Continuing
Disclosure Undertaking").
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Elk River,
Minnesota, as follows:
1. Continuing Disclosure. The City is the sole obligated person with respect to the
Bonds. The Ciry hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"),
promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the
Securities Exchange Act of 1934, as amended, and the Continuing Disclosure Undertaking to:
(a) provide ox cause to be provided to each nationally recognized municipal securities
information repository ("NRMSIR") and to the appropriate state information depository ("SID"), if
any, fox the State of Minnesota, in each case as designated by the Commission in accordance with
the Rule, certain annual financial information and operating data in accordance with the Continuing
Disclosure Undertaking.
(b) Provide ox cause to be provided, in a timely manner, to (i) each NRMSIR ox to the
Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of the occurrence of
certain material events with respect to the Bonds in accordance with the Continuing Disclosure
Undertaking.
(c) Provide ox cause to be provided, in a timely manner, to (i) each NRIVISIIZ or to the
MSRB and (ii) the SID, notice of a failure by the City to pxoc7de the annual financial information
with respect to the City described in the Continuing Disclosure Undertaking.
(d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph
and in the Continuing Disclosure Undertaking are intended to be fox the benefit of the holders and
any other beneficial owners of the Bonds and shall be enforceable on behalf of such holders and
beneficial owners; provided that the right to enforce the provisions of these covenants shall be
limited to a right to obtain specific enforcement of the City's obligations under the covenants.
The Mayor and Administrator, ox any other officer of the City authorized to act in their
place (the "Officers") axe hereby authorized and directed to execute on behalf of the City the
Undertaking in substantially the form on file with the Administrator, subject to such modifications
thereof ox additions thereto as axe O consistent with the requirements under the Rule, (ii) required
by the Purchaser of the Bonds and (iii) acceptable to the Officers.
2. Furnishing of Certificates and Proceedings. The Mayor, Administrator and other
officers of the City are authorized and directed to prepare and furnish to the purchaser of the Bonds
and bond counsel, certified copies of all proceedings and records of the City relating to the Bonds,
and such other affidavits and certificates as may be required to show the facts relating to the legality
of the Bonds as such facts appear from the books and records in the officers' custody and control ox
as otherevise 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.
The motion for the adoption of the foregoing resolution was duly seconded by member
and upon vote being taken thereon the following voted in favor thereof:
and the following voted against the same
whereupon the resolution was declared duly passed and adopted.
STATE OF MINNESOTA )
COUNTY OF SHERBURNE) SS
CITY OF ELK RIVER )
I, the undersigned, being the duly qualified and acting City Clerk of the City of Elk River,
Minnesota, hereby certify that I have carefully compared and attached the foregoing extract of
minutes of a meeting of the City Council held October 15, 2007, with the original thereof on file and
of record in my office and the same is a full, true and complete transcript therefrom insofax as the
same relates to Authorizing a Continuing Disclosure Undertaking With Regard to the Issuance of
the General Obligation Bonds, Series 2007 by the Economic Development Authority Fox the City
of Elk River, Minnesota.
WITNESS my hand on October 15, 2007.
City Clerk