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01-01 HRA Resolution . . . Resolution 01-01 February 13, 2001 Commissioner Anderson introduced the following and moved its adoption: RESOLUTION AUTHORIZING THE SOLICITATION OF BIDS FOR THE SALE OF LEASE REVENUE BONDS, SERIES 2001 BE IT RESOLVED by the Commissioners of the Housing and Redevelopment Authority in and for the City of Golden Valley, Minnesota (the Authority), as follows: SECTION 1. PURPOSE. To facilitate redevelopment within the Golden Hills Redevelopment Project Area, and as authorized by Sections 469.034 and 469.035, and Chapter 475, Minnesota Statutes, the Authority proposes to issue its revenue bonds to finance, along with certain other available funds of the Authority, the acquisition of certain real estate within the Project Area and the construction thereon of an approximately 24,000 square foot community center and recreational facility (the Project), and to lease the Project to Independent School District No. 270 (the District) pursuant to and in accordance with a Lease Agreement between the Authority and the District (the Lease), which Lease has been heretofore approved by the Commissioners of the Authority pursuant to Resolution 00-08, adopted November 14, 2000. SECTION 2. FINANCING. To pay the costs of the Project, the Authority will offer for sale its Lease Revenue Bonds, Series 2001, in the principal amount of $3,690,000 (the Bonds), provided that the principal amount of Bonds sold may be increased or decreased in an amount not to exceed $50,000 in accordance with the provisions of the Terms of Proposal hereinafter referenced in Section 3 of this resolution. The Bonds will be payable solely from lease payments to be made by the District pursuant to the Lease and other amounts derived thereunder, and shall not constitute an indebtedness of the Authority or the City of Golden Valley. SECTION 3. TERMS OF PROPOSAL. Springsted Incorporated, financial consultant to the Authority, has presented to this Board a form of Terms of Proposal for the Bonds which is attached hereto and hereby approved and shall be placed on file by the Director. Each and all of the provisions of the Terms of Proposal are hereby adopted as the terms and conditions of the Bonds and of the sale thereof. Pursuant to Minnesota Statutes, Section 475.60, Subdivision 2, paragraph (9), Springsted Incorporated, as an independent financial advisor, is hereby authorized to solicit proposals for the sale of the Bonds on behalf of the Authority. SECTION 4. SALE MEETING. This Board shall meet, at the time and place specified in the Terms of Proposal, for the purpose of considering proposals for the sale of the Bonds and of taking such action thereon as may be deemed to be in the Authority's best interests. . Resolution 01-01 (Con't.) February 13, 2001 .........-' Motion for h adoption of tre foregoing resolution was seconded by Commissio er Bakken; and upon a vote taken thereon, the following voted in favor thereof: Anderson, Bakken, Johnson, LeSuer and Micks; and the following voted against the same: none; whereupon said resolution was declared duly passed and adopted, signed by the Chair and her signature attested by the Director. . . Resolution 01-01 (Con't.) February 13, 2001 . THE AUTHORITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $3,690,000* HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF GOLDEN VALLEY, MINNESOTA LEASE REVENUE BONDS, SERIES 2001 (INDEPENDENT SCHOOL DISTRICT 270, LEASE PROJECT) , (BOOK ENTRY ONLY) Proposals for the Bonds will be received on Tuesday, March 13, 2001, until 10:30 AM., 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 Authority Board at 7:00 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS . Proposals may be submitted in a sealed envelope or by fax (651) 223-3046 to Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal price and coupons, by telephone (651) 223-3000 or fax (651) 223-3046 for inclusion in the submitted Proposal. Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of sale specified above. All bidders are advised that each Proposal shall be deemed to constitute a contract between the bidder and the Authority to purchase the Bonds regardless of the manner of the Proposal submitted. DETAILS OF THE BONDS The Bonds will be dated April 1, 2001, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing August 1, 2001. Interest will be computed on the basis of a 360-day year of twelve 30-day months. The Bonds will mature February 1 in the years and amounts as follows: 2002 2003 2004 2005 2006 $145,000 $120,000 $125,000 $130,000 $135,000 2007 2008 2009 2010 2011 $140,000 $145,000 $155,000 $160,000 $170,000 2012 2013 2014 2015 2016 $175,000 $185,000 $195,000 $205,000 $220,000 2017 2018 2019 2020 2021 $230,000 $245,000 $255,000 $270,000 $285,000 * The Authority reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction. will be in a total amount not to exceed $50,000 and will be made in multiples of $5,000 in any of the maturities. In the event the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced. . Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds, prOVided that no serial bond may mature on or after the first mandatory sinking fund redemJ)tien-aate-"0fany term bond;uAllterm bonds shall be subjectuto-mandatory Page 8 Resolution 01-01 (Con't.) February 13, 2001 . sinking fund redemption and must conform to the maturity schedule set forth above at a price of par plus accrued interest to the date of redemption. In order to designate term bonds, the proposal must specify "Last Year of Serial Maturities" and "Years of Term Maturities" in the spaces provided on the Proposal Form. BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. TRUSTEE The Authority will name the trustee Which shall be subject to applicable SEC regulations. The Authority will pay for the services of the trustee. OPTIONAL REDEMPTION . The Authority may elect on February 1, 2006, and on any day thereafter, to prepay Bonds due on or after February 1, 2007. Redemption may be in whole or in part and if in part at the option of the Authority and in such manner as the Authority shall determine. If less than all Bonds of a maturity are called for redemption, the Authority will notify DTC of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. The Bonds are also subject to extraordinary redemption, at the option of the Authority, on any date at a price of par plus accrued interest under certain circumstances described in the Indenture. All prepayments shall be at a price of par plus accrued interest. SECURITY AND PURPOSE The Bonds will be special obligations of the Authority payable SOlely from revenues to be received from Independent School District 270, Minnesota, pursuant to a Lease Agreement and shall not constitute a debt for which the faith and credit or taxing powers of the Authority will be pledged. The proceeds will be used to finance the construction of a community center, including a gymnasium and community meeting space, to be jointly used by the District and the City of Golden Valley. TYPE OF PROPOSALS Proposals shall be for not less than $3,640,185 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied 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 $36,900, y. c ec IS use , I mus accompany e proposa . a ... FinanciaLSurety-Bondjs.used,ilmust be-from an insurance companylicensed-to-issue such a Page 9 . Resolution 01-01 (Con't.) February 13, 2001 bond in the State of Minnesota, and preapproved by the Authority. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an underwriter using a Financial 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 Financial Surety Bond may be drawn by the Authority to satisfy the Deposit requirement. The Authority will deposit the check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fails to comply with the accepted proposal, said amount will be retained by the Authority. No proposal can be withdrawn or amended after the time set for receiving proposals unless the meeting of the Authority scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1%. Rates must be in level or ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis. The Authority's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The Authority will reserve the right to: (i) waive non-substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and, (iii) reject any proposal which the Authority determines to have failed to . comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION . If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the underwriter, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the purchaser of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the Authority has requested and received a rating on the Bonds from a rating agency, the Authority will pay that rating fee. Any other rating agency fees shall be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. CUSIP NUMBERS If the Bonds qualify 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 delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of GUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the pUlchaser through DTe in New Yo"~., New YorK. Delivery will be ~ubject to receipt by the .... _...~purchaseLof ao.approv.ing Jegal_opinionof Dorsey.&.. Whitney LLPoLMinneapolis,-Minnesota, Page 10 . . -- Resolution 01-01 (Can't.) February 13, 2001 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 Authority or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the Authority, or its agents, the purchaser shall be liable to the Authority for any loss suffered by the Authority by reason of the purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE In accordance with SEC Rule 15c2-12(b)(5), the Authority will undertake, pursuant to the resolution awarding sale of the Bonds, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Official Statement. The purchaser's obligation to purchase the Bonds will be conditioned upon receiving evidence of this undertaking at or prior to delivery of the Bonds. OFFICIAL STATEMENT The Authority has authorized the preparation of an Official Statement containing pertinent 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 or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the Authority, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (651) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement" of the Authority with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the Authority agrees that, no more than seven business 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 150 copies of the Official Statement and the addendum or addenda described above. The Authority designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the Authority (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated February 13, 2001 BY ORDER OF THE HOUSING AND REDEVELOPMENT AUTHORITY Isl William S. Joynes Director Page 11