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91-04 HRA Resolution Log e e e Resolution 91-4 August 13, 1991 Commissioner Bakken introduced the following resolution and moved its adoption: RESOLUTION REQUESTING THE CITY COUNCIL OF THE CITY OF GOLDEN VALLEY TO AUTHORIZE THE ISSUANCE AND SALE OF $2,250,000 GENERAL OBLIGATION TEMPORARY TAX INCREMENT BONDS, SERIES 1991C BE IT RESOLVED by the Housing and Redevelopment Authority (the "Authority") in and for the City of Golden Valley, Minnesota (the "City") as follows: Section 1. Recitals. 1.01. It has been proposed that the Authority purchase the Krelitz Shopping Center property and the financing for such purpose be obtained by the issuance by the City of $2,250,000 General Obligation Temporary Tax Increment Bonds, Series 1991C, to be dated as of October 1, 1991 (the "Bonds"). The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes; in addition, the Authority will pledge to the City tax increment revenues from the Valley Square Redevelopment Project area sufficient to pay principal of and interest on the Bonds. It is the intention of the Authority to sell the Krelitz Shopping Center property at a later date to a private party for development and to use the proceeds from the sale of the property to redeem the Bonds. 1.02. The Authority hereby determines that it is necessary and in the best interest of the Authority at this time to request the City Council (the "Council") of the City to call for the issuance and sale of the Bonds in accor- dance with the Official Terms of Offering attached hereto as Exhibit A. Section 2. Approval of the Official Terms of Offering. 2.01. The Official Terms of Offering presented to the Authority on this date are hereby approved. 2.02. The Resolution shall be forwarded to the Council and be placed on file in the office of the City Clerk. The motion for t adoption of the foregoing resolution was seconded by Commissioner Tho son and upon a vote being taken thereon, the following voted in favor thereof: Bakken, Johnson, Russell, Stockman and Thompson and the following voted against the same: none, whereupon said resolution was declared duly passed and adopted, signed by the Chair and his signature attested by the Director. e e e OFFICIAL TERMS OF OFFERING $2,250,000 CITY OF GOLDEN VALLEY, MINNESOTA GENERAL OBLIGATION TEMPORARY TAX INCREMENT BONOS, SERIES 1991C Sealed bids for the Bonds will be received by the City's Finance Director on Tuesday, September 24,1991, until 11:00 A.M., Central Time, at the offices of SPRINGSTED Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 6:30 P.M., Central Time, of the same day. DETAILS OF THE BONDS The Bonds will be dated October 1, 1991, as the date of original issue, and will bear interest payable on April 1 and October 1 of each year, commencing April 1, 1992. Interest will be computed on the basis of a 360-day year of twelve 30-day months and wi 11 be rounded pursuant to rul es of the MSRB. The Bonds wi 11 be issued in the denomination of $5,000 each, or in integral multiples thereof, as requested by the purchaser, and fully registered as to principal and interest. Principal will be payable at the main corporate office of the registrar and interest on each Bond will be payable by check or draft of the registrar mailed to the regi stered hol der thereof at the hol der' s address as it appears on the books of the registrar as of the close of business on the 15th day of the imme- diately preceding month. The Bonds will mature October 1 , 1994. OPTIONAL REDEMPTION The City may el ect on December 1, 1991, and on any day thereafter to prepay Bonds due on October 1, 1994. Redemption may be in whole or in part and if in part by lot as selected by the registrar. All prepayments shall be at a price of par and accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge tax increment revenues from the Valley Square Redevelopment Project area. The proceeds wi 11 be used to fi nance the purchase of the Krelitz Shopping Center. It is the intention of the City to sell the shopping center at a later date, to a private party for development and use the proceeds from the sale of the shopping center to redeem the Bonds. -1- e e e TYPE OF BID Bids shall be for not less than $2,235,375 and accrued interest on the total pri nci pal amount of the Bonds. Bi ds shall be accompani ed by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $22,500, payable to the order of the City. If a check is used, it must accompany each bid. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Mi nnesota, and pre approved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the bids. The Financial Surety Bond must identify each bidder whose Deposit is guaranteed by such Financi al Surety Bond. If the Bonds are awarded to a bidder using a Financi al Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financi al Surety Bond may be drawn by the City to sati sfy the Deposit requirement. The City will deposit the check of the purchaser, the amount of whi ch wi 11 be deducted at settl ement and no interest wi 11 accrue to the purchaser. In the event the purchaser fail s to comply with the accepted bid, said amount will be retained by the City. No bid can be withdrawn after the time set for receiving bids unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Bidders shall specify a single rate of interest. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional bid will be accepted. AWARD The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a true interest cost (TIC) basis. The City's computation of the interest rate of each bid, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters rel ating to the receipt of bids and award of the Bonds, (ii) reject all bids without cause, and, (iii) reject any bid which the City determines to have failed to comply with the terms herein. REGISTRAR The City will name the registrar which shall be subject to applicable SEC regu- lations. The City will pay for the services of the registrar. CUSIP NUMBERS If the Bonds qual ify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept del ivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. -ii- . e e SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a pl ace mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Dorsey & Whitney of Minneapolis, Minnesota, which opinion will be printed on the Bonds, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compl i ance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be 1 i abl e to the City for any loss suffered by the City by reason of the pur- chaser's non-compliance with said terms for payment. OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing per- tinent information relative to the Bonds, and said Official Statement will serve as a nearly-final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement and the Offici al Bid Form or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda spe- cifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by 1 aw, shall constitute a "Final Offici al Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or under- writing syndicate submitting an Offici al Bid Form therefor, the City agrees that, no more than seven busi ness days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 90 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awaded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter executing and delivering an Official Bid Form with respect to the Bonds agrees thereby that if its bid is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual rel ationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Offi ci al Statement. Dated August 20, 1991 BY ORDER OF THE CITY COUNCIL /s/ Shirley Nelson Clerk -iii-