Res 2023-17 Amend Bonds Lexington Heights ApartmentsCITY OF MENDOTA HEIGHTS, MINNESOTA
RESOLUTION NO.202347
A RESOLUTION CONSENTING TO AMENDMENTS TO THE
CITY'S MULTIFAMILY HOUSING REVENUE REFUNDING BONDS, SERIES 2013
(LEXINGTON HEIGHTS APARTMENTS PROJECT)
AND AUTHORIZING THE EXECUTION OF DOCUMENTS RELATED THERETO
WHEREAS, pursuant to Resolution 2013-38 adopted on June 4, 2013 (the "Original
Resolution"), the City of Mendota Heights, Minnesota (the "City"), previously authorized the
issuance of its revenue bonds in an original aggregate principal amount of $10,570,000 to provide
funds that were loaned to Riley Family Lexington Heights, LLLP, f/k/a Lexington Heights
Associates Limited Partnership, a Minnesota limited liability limited partnership (the "Borrower"),
in order to refinance the acquisition, construction, and equipping of a 225-unit multifamily housing
development located at 2300 South Lexington in the City, which facilities are owned and operated
by the Borrower (the "Project"); and
WHEREAS, the City issued its Multifamily Housing Revenue Refunding Bonds
(Lexington Heights Apartments Project), Series 2013, dated August 1, 2013 (the 'Bonds"),
pursuant to Minnesota Statutes, Chapter 462C, as amended (the "Act"), and sold the Bonds to
Wells Fargo Bank, National Association, a national banking association (the "Sole Bondholder"),
in accordance with an Indenture of Trust dated as of August 1, 2013 (the "Original Indenture"),
between the City and Wells Fargo Bank, National Association, as trustee (the "Trustee"); and
WHEREAS, pursuant to a Loan Agreement (the "Loan Agreement") dated as of the date
of the Original Indenture, between the City and the Borrower, the Borrower agreed to repay the
Bonds in specified amounts and at specified times sufficient to pay in full when due the principal
of, premium, if any, and interest on the Bonds; and
WHEREAS, by Resolution 2018-69 adopted on September 4, 2018 (the "First
Supplemental Resolution"), the City approved, executed, and delivered a First Supplemental
Indenture of Trust dated as of September 1, 2018 (the "First Supplemental Indenture"), in order to
document certain changes to the methods for calculating interest on the Bonds; and
WHEREAS, by Resolution 2019-88 adopted on November 19, 2019 (the "Second
Supplemental Resolution and, with the Original Resolution and the First Supplemental Resolution,
the "Bond Resolution"), the City approved, executed, and delivered a Second Supplemental
Indenture of Trust dated as of December 20, 2019 (the "Second Supplemental Indenture" and, with
the Original Indenture and the First Supplement Indenture, the "Current Indenture"), in order to
document certain changes to the methods for calculating interest on the Bonds; and
WHEREAS, the Sole Bondholder, the Borrower, and the Trustee have informed the City
that they have agreed to certain changes in the terms of the Current Indenture; and
WHEREAS, a substantially final form of a Third Supplemental Indenture of Trust between
the City and the Trustee, and consented to by the Borrower and the Sole Bondholder, proposed to
be entered into in order to document changes in the terms of the Current Indenture has been
2
76725060W2
submitted to the City Council and is on file in the office of the City Clerk (the "Third Supplemental
Indenture").
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
MENDOTA HEIGHTS, MINNESOTA, as follows:
1. The Third Supplemental Indenture is made a part of this Resolution as though fully
set forth herein and is hereby approved in substantially the form presented to the City Council.
The Mayor and the Administrator are authorized and directed to execute, acknowledge, and deliver
the Third Supplemental Indenture on behalf of the City with such changes, insertions, and
omissions therein as bond counsel to the City may hereafter deem appropriate, such execution to
be conclusive evidence of approval of such documents in accordance with the terms hereof.
2. The Mayor and the Administrator are authorized and directed to execute and deliver
all other documents which may be required under the terms of the Third Supplemental Indenture
or by bond counsel, and to take such other action as may be required or deemed appropriate for
the performance of the duties imposed thereby to carry out the purposes thereof.
3. The Mayor and Administrator and other officers of the City are authorized to
furnish to the Sole Bondholder, the Trustee, the Borrower, and bond counsel certified copies of all
proceedings and records of the City relating to the Third Supplemental Indenture, and such other
affidavits and certificates as may be required to show the facts relating to the legality and
marketability of the Bonds as such facts appear 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.
4. In the event that for any reason the Mayor or the Administrator is unable to carry
out the execution of any of the documents or other acts provided herein, any other officer of the
City or member of its City Council as, in the opinion of the City's attorney, is authorized to act in
that capacity and undertake such execution or acts on behalf of the City, shall without further act
or authorization execute and deliver the Third Supplemental Indenture and do all things and
execute all instruments and documents required to be done or executed by such officers, with full
force and effect, which executions or acts shall be valid and binding on the City.
5. Nothing in this resolution or in the documents prepared pursuant hereto shall
authorize the expenditure of any municipal funds on the Project other than the revenues derived
from the Project or otherwise granted to the City for this purpose. The Bonds shall not constitute
a charge, lien, or encumbrance, legal or equitable, upon any property or funds of the City except
the revenues and proceeds pledged to the payment thereof, nor shall the City be subject to any
liability thereon. The holders of the Bonds shall never have the right to compel any exercise of
the taxing power of the City to pay the outstanding principal on the Bonds or the interest thereon,
or to enforce payment thereof against any property of the City. The Bonds recite in substance that
the Bonds, including interest thereon, are payable solely from the revenue and proceeds pledged
to the payment thereof. The Bonds shall not constitute a debt of the City within the meaning of
any constitutional or statutory limitation.
76726060W2
6. This resolution constitutes a supplement to the Bond Resolution and shall be in full
force and effect from and after its passage.
Adopted by the City Council of the City of Mendota Heights, Minnesota, this 21 st day of
March, 2023,
By:
B iar��
Its: Mayor
ATTEST:
By:
Its: City Clerk
0
7672506041
CERTIFICATE
STATE OF MINNESOTA
COUNTY OF DAKOTA
CITY OF MENDOTA HEIGHTS
I, the undersigned, being the duly acting and qualified City Clerk of the City of Mendota Heights,
Minnesota, do hereby certify that I have carefully compared the attached and foregoing extract of
minutes with the original minutes of a meeting of the City Council City held on the date therein
indicated, which are on file and of record in my office, and the same is a full, true and complete
transcript therefrom insofar as the same relates to A RESOLUTION CONSENTING TO
AMENDMENTS TO THE CITY'S MULTIFAMILY HOUSING REVENUE REFUNDING
BONDS, SERIES 2013 (LEXINGTON HEIGHTS APARTMENTS PROJECT) AND
AUTHORIZING THE EXECUTION OF DOCUMENTS RELATED THERETO,
INWITNESS WHEREOF, I have hereunto set my hand this Z' day of March, 2023,
City erk
City of Mendota Heights
76725060J2
Extract of Minutes of Meeting of the
City Council of the City of Mendota Heights, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City
of Mendota Heights, Minnesota was duly held at the City Hall in said City on Tuesday, the 21 st
day of March, 2023 at 7:00 P.M.
The following Council members were present:
and the following were absent:
Council member � fib
resolution and moved its adoption:
then introduced and read the following written
A RESOLUTION CONSENTING TO AMENDMENTS TO THE
CITY'S MULTIFAMILY HOUSING REVENUE REFUNDING BONDS, SERIES 2013
(LEXINGTON HEIGHTS APARTMENTS PROJECT)
AND AUTHORIZING THE EXECUTION OF DOCUMENTS RELATED THERETO
They ^motion for the adoption of the foregoing resolution was duly seconded by Council
member M�zZ,-�i b ,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.
76725060v2