Res 1996 - 98 Authorizing Execution & Delivery of 2nd Supplemental Indentures with Respect to the City's Multifamily Housing Revenue Refunding Bonds (Lexington Heights Apartments Project) Series 1991A & Series 1991B�
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RESOLUTION
OF THE
CITY OF MENDOTA HEIGHTS, MINNESOTA
RESOLUTION NO. 96- 98
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 "Issuer") in furtherance of the purpose
of the Act, the Issuer 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 Issuer;
WHEREAS, the Issuer has previously issued its $11,(}00,000 Housing Mortgage
�� Revenue Bonds (Lexington Heights Apartments Project), dated December 1, 1983 (the "Prior
Bonds ");
WHEREAS, the Issuer 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 Issuer (the "Project");
WHEREAS, the Issuer 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 Aparnnents 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 Issuer and First Trust National
Association (the "Trustee") and are secured by a letter of credit (the "Series A Letter of
Credit") issued by The Sumitomo Bank, Limited, acting through its Chicago Branch
("Sumitomo");
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� 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 Issuer and the Trustee
and are now secured by a letter of credit issued by Sumitomo (the "Series B Letter of
Credit") (the Series A Letter of Credit and the Series B Letter of Credit collectively referred
to as, the "I.etters of Credit");
WHEREAS, Lexington Heights Associates Limited Partnership, as trustee of
Lexington Heights 1996 Trust (the "Company"), recently restructured the financing on the
Bonds by entering into an Amended and Restated Letter of Credit Agreement with Sumitomo
(the "Amended Letter of Credit Agreement") providing for Sumitomo to issue two new
letters of credit to secure the Series A Bonds and the Series B Bonds, respectively;
WHEREAS, in connection with the execution of the Amended I.etter of Credit
Agreement, Sumitomo and the Company requested that certain amendments be made to the
Indentures, including adoption of new principal payment schedules with respect to the Series
A Bonds and the Series B Bonds, respectively;
WHEREAS, Sections 11.04 of the Indentures provide that the Issuer 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 Issuer, 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( fl of the Intemal 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 aze hereby authorized and directed to
execute and deliver, with respect to the Series A Bonds, the Second Supplemental Indenture
of Trust between the Issuer and Trustee (the "Series A Supplemental Indenture"), in
substantially the form on file in the offices of the Issuer.
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 Issuer and Trustee (the "Series B Supplemental Indenture"), in
substantially the form on file in the offices of the Issuer.
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3. The Mayor and City Administrator are hereby authorized to execute and
deliver such other amendments, waivers, agreements and consents and to do all other acts
and things as may be necessary to consummate the amendment of the Indentures in the
manner contemplated by the Company.
4. 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 Issuer with full force and effect, which executions or acts shall be valid and binding on
the Issuer. 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 Ciry 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.
5. 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 Issuer until the requisite consents of all Owners of the Outstanding Bonds to
such documents have been obtained and received by the Issuer.
Adopted December 17, 1996. APPROVED:
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ATTEST:
a��GCu� /r1 ��e:c�a-K-�e—
Ci Clerk
STATE OF MINNESOTA )
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COUNTY OF DAKOTA )
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Mayor
I, the undersigned, being the duly qualified and acting Clerk of the City of Mendota
Heights, Minnesota, hereby certify that the above and forgoing Resolution No. 96-�� is a
true and correct copy of the resolution as adopted by the City Council of the City of
Mendota Heights on the 17th day of December, 1996.
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City Clerk