Res 1998 - 39 Authorizing the Execution & Delivery of Second Supplemental Indentures with Respect to the City's Multifamily Housing Revenue Refunding Bonds (Lexington Heights Apartments Project) Series 1991A & Series 1991BCITY OF MENDOTA HEIGHTS
DAKOTA COUNTY, MINNESOTA
RESOLUTION NO. 98- 39
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENDOTA HEIGHTS,
MINNESOTA AUTHORIZING THE EXECUTION AND DELIVERY OF SECOND
SUPPLEMENTAL INDENTURES WITH RESPECT TO THE CITY'S MULTIFAMILY
HOUSING REVENUE REFUNDING BONDS (LEXINGTON HEIGHTS APARTMENTS
PROJECT) SERIES 1991A AND SERIES 1991B
WHEREAS, pursuant to and in accordance with the provisions of Minnesota
Statutes, Chapter 462C, as amended (the "Act"), by appropriate action duly taken
by the governing body of the City of Mendota Heights, Minnesota (the "City") in
furtherance of the purpose of the Act, the City is authorized to issue revenue bonds
to finance the acquisition, construction, improving and equipping of certain facilities
to be located within the corporate boundaries of the City;
WHEREAS, the City has previously issued its Housing Mortgage Revenue
Bonds (Lexington Heights Apartments Project), dated December 1, 1983 (the "Prior
Bonds");
WHEREAS, the City loaned the proceeds of the Prior Bonds to Lexington
Heights Associates Limited Partnership, a Minnesota limited partnership, for the
purpose of acquiring, constructing and equipping a 225 -unit multifamily housing
development within the corporate boundaries of the City (the "Project");
WHEREAS, the City has previously issued its $9,100,000 Multifamily
Housing Revenue Refunding Bonds (Lexington Heights Apartments Project) Series
1991A (the "Series A Bonds") and its $1,870,000 Multifamily Housing Revenue
Refunding Bonds (Lexington Heights Apartments Project) Series 1991B (the "Series
B Bonds") (the Series A Bonds and the Series B Bonds collectively referred to as,
the "Bonds"), the proceeds of which were used to provide for the funding of a loan
(the "Loan") for the purpose of refunding the Prior Bonds;
WHEREAS, the Series A Bonds were issued under a Trust Indenture dated as
of April 1, 1991, as supplemented by the First Supplemental Indenture dated as of
October 1, 1996 (as supplemented the "Series A Indenture") between the City and
First Trust National Association (the "Trustee");
WHEREAS, the Series B Bonds were issued under a Trust Indenture dated as
of April 1, 1991, as supplemented by the First Supplemental Indenture dated as of
October 1, 1996 (as supplemented, the "Series B Indenture") (the Series A
Indenture and the Series B Indenture collectively referred to as, the "Indentures")
between the City and the Trustee;
WHEREAS, Riley Family Lexington Heights Limited Partnership (the
"Company"), desires to restructure the financing on the Bonds by certain
amendments to be made to the Bonds and the Indentures, including adoption of
new principal payment schedules with respect to the Series A Bonds and the Series
B Bonds respectively;
WHEREAS, in connection with the restructuring of the Bonds, the Company
also desires to replace the existing Letters of Credit (as defined in the Indentures)
with respect to the Bonds, replace the existing Trustee and replace the existing
Remarketing Agent (as defined in the Indentures) as follows:
a. Norwest Bank Minnesota, National Association shall be
appointed to serve as Trustee for the Bonds;
b. Norwest Investment Services, Inc. shall be appointed to serve
as Remarketing Agent for the Bonds; and
c. Norwest Bank Minnesota National Association shall provide the
Substitute Letters of Credit (as defined in the Indentures) with
respect to each of the Series A Bonds and the Series B Bonds;
WHEREAS, Sections 1 1.04 of the Indentures provide that the City may,
upon resolution and upon prior written consent of the Bank enter into such
supplemental indentures with the consent of all Owners of Outstanding Bonds (as
that term is defined in the Indentures);
WHEREAS, the City, on the date hereof, held a public hearing regarding the
proposed amendments to the Indentures pursuant to and in conformance with the
Act and Section 147(f) of the Internal Revenue Code of 1986, as amended, after
publication of notice of such hearing in a newspaper of general circulation in the
City of Mendota Heights at least 15 days before the hearing;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF MENDOTA HEIGHTS, MINNESOTA, AS FOLLOWS:
1. The Mayor and City Administrator are hereby authorized and directed
to execute and deliver, with respect to the Series A Bonds, the Second
Supplemental Indenture of Trust between the City and Norwest Bank
Minnesota, National Association, as successor Trustee (the "Series A
Supplemental Indenture"), in substantially the form on file in the
offices of the City.
2. The Mayor and City Administrator are hereby authorized and directed
to execute and deliver, with respect to the Series B Bonds, the Second
Supplemental Indenture of Trust between the City and Norwest Bank
Minnesota, National Association, as successor Trustee (the "Series B
Supplemental Indenture"), in substantially the form on file in the
offices of the City.
3. The amendments to and reissuance of the Series A Bonds and the
Series B Bonds as set forth in the Series A Supplemental Indenture and
Series B Supplemental Indenture, respectively, are hereby approved.
The Mayor and City Administrator are hereby authorized and directed
to execute and deliver any and all documents, certificates, and
approval to consummate the amendments to and reissuance of the
Bonds.
4. The proposed substitutions and replacements of the Letters of Credit,
Trustee and Remarketing Agent with respect to the Bonds are hereby
approved. The Mayor and City Administrator are hereby authorized
and directed to execute and deliver any and all documents, approvals
and certificates as may be necessary to consummate such
substitutions and replacements.
5. If for any reason the Mayor is unable to carry out the execution of any
of the documents or other acts provided herein, any other member of
the City Council shall be authorized to act in the Mayor's capacity and
undertake such execution or acts on behalf of the City with full force
and effect which executions or acts shall be valid and binding on the
City. If for any reason the City Administrator is unable to execute and
deliver the documents or other acts provided herein, any Member of
the City Council or the City Clerk is authorized to act in the City
Administrator's capacity with the same force and effect as if such
documents were executed and delivered and such act performed by
the City Administrator.
6. Notwithstanding anything to the contrary in this Resolution, the Series
A Supplemental Indenture and the Series B Supplemental Indenture
may not be executed and delivered by the City until the requisite
consents of all Owners of the Outstanding Bonds to such documents
have been obtained and received by the City.
7. That the borrower agrees to pay all City expenses in connection with
the proposed refinancing.
8. The Mayor and City Administrator are hereby authorized to execute
and deliver such other amendments, waivers, documents, certificates,
agreements, approvals and consents and to do all other acts and
things as may be necessary to consummate the restructuring of the
financing of the Bonds, amendment of the Bonds and the Indentures,
the substitution of the Letters of Credit and the replacement of the
Trustee and the Remarketing Agent all in the manner contemplated by
the Company.
Adopted by the City Council of the City of Mendota Heights this 7th day of July,
1998.
By
ATTEST:
athleen M. Swanson
City Clerk
CITY COUNCIL
CITY OF MENDOTA HEIGHTS
0.4 -C. A > , ... , ".... „ed
Charles E. Mertensotto
Mayor