04-9469r
69
RESOLUTION NO. 9469
RESOLUTION GIVING PRELIMINARY APPROVAL TO THE FINANCING OF
A PROJECT UNDERTAKEN BY ACADEMY OF HOLY ANGELS PURSUANT
TO MINNESOTA STATUTES, SECTION 469.154, AND AUTHORIZING THE
SUBMISSION OF AN APPLICATION TO THE MINNESOTA DEPARTMENT
OF EMPLOYMENT AND ECONOMIC DEVELOPMENT AND THE
PREPARATION OF NECESSARY DOCUMENTS
WHEREAS, the City of Richfield, Minnesota (the "City"), is authorized by Minnesota Statutes,
Sections 469.152-469.165, as amended the ("Act"), to issue revenue obligations to finance, in whole or in
part, the costs of the acquisition, construction, reconstruction, improvement, betterment, or extension of a
project to be owned by a contracting party; and
WHEREAS, a "project" includes any properties, real or personal, used or useful in connection
with a revenue producing enterprise and, in the case of an organization primarily engaged in educational
activities as an elementary, secondary, or post-secondary school, may also include the payment and
discharge of all or any part of the outstanding indebtedness of the contracting party previously incurred in
the acquisition or betterment of its existing facilities, including accrued interest and prepayment premium;
and
WHEREAS, the City Council of the City has received from the Academy of Holy Angels, a
Minnesota nonprofit corporation (the "Borrower"), a proposal that the City undertake to finance a project
to be owned and operated by the Borrower through the issuance by the City of revenue obligations
pursuant to the Act; and
WHEREAS, the Borrower is the owner and operator of the Academy of Holy Angels High
School, located at 6600 Nicollet Avenue South in the City (the "Facility"); and
WHEREAS, the Borrower recently acquired from the Sisters of S1. Joseph of Carondelet, St. Paul
Province, the land on which the Facility is located (the "Land") and such acquisition was temporarily
financed with a conventional loan from Wells Fargo Bank, National Association (the "Bank"); and
WHEREAS, the proceeds derived from the sale of the revenue obligations proposed to be issued
by the City (the "Obligations") will be loaned by the City to the Borrower and applied by the Borrower to
refinance the acquisition of the Land by the Borrower (the "Project"); and
WHEREAS, as required by the terms of Section 469.154. of the Act, a notice of public hearing
stating the time and place of the public hearing and stating the general nature of the Project and an
estimate of the principal amount of Obligations to be issued to finance and refinance the Project was
published in the official newspaper of the City and newspaper of general circulation in the City not less
than fourteen (14) days and not more than thirty (30) days prior to the public hearing; and
WHEREAS, a public hearing on the proposal to undertake and finance and refinance the Project
was held on May 25,2004; and
WHEREAS, the notice and public hearing satisfy the public approval requirements set forth in
Section 147(f) of the Internal Revenue Code of 1986, as amended;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Richfield,
Minnesota, as follows:
1. The Project is hereby given preliminary approval by the City and the issuance of the
Obligations for such purposes and in an amount not to exceed $3,300,000 is hereby approved, subject to
the approval of the Project by the Minnesota Department of Employment and Economic Development
("DEED"), and subject to the mutual agreement of the City, the Borrower, and the initial purchaser of the
Obligations as to the details of the Obligations and provisions for their payment. In all events, it is
understood, however, that the Obligations of the City shall not constitute a charge, lien, or encumbrance,
legal or equitable, upon any property of the City, and the Obligations, when, as, and if issued, shall recite
in substance that the Obligations, including interest thereon, are payable solely from the revenues derived
from the Project and the Facility and from other property or security expressly pledged to the payment
thereof, and shall not constitute a pecuniary obligation of the City or a charge against its general credit or
taxing powers. The Obligations shall not constitute a debt of the City within the meaning of any
constitutional or statutory limitation.
2. Based solely on representations made to the City by the Borrower, it is hereby found and
determined that: (a) the Project constitutes properties, real and personal, used or useful in connection
with one or more revenue producing enterprises within the meaning of subdivision 2(b) of
Section 469.153 of the Act; (b) the Project furthers the purposes set forth in the Act; (c) the availability of
the financing under the Act and the willingness of the City to furnish financing in the recent past for other
portions of the Facility was a substantial inducement to the Borrower to undertake the Project; and (d) no
public official of the City has either a direct or indirect financial interest in the Project or the Facility nor
will any public official either directly or indirectly benefit financially from the Project or the Facility.
3. In accordance with Section 469.154 of the Act, the City Manager of the City is hereby
authorized and directed to submit the application for approval of the Project to DEED. The City Manager
and other officers, employees, and agents of the City are hereby authorized to provide DEED with any
information needed for this purpose, and the City Manager is authorized to initiate and assist in the
preparation of such documents as may be appropriate to the Project.
4. The law firm of Kennedy & Graven, Chartered is authorized to act as Bond Counsel and
to assist in the preparation and review of necessary documents relating to the Project and the Obligations
to be issued in connection therewith. The City Manager and other officers, employees, and agents of the
City are hereby authorized to assist Bond Counsel in the preparation of such documents.
5. In accordance with Section 469.154, subdivision 7, of the Act, the Mayor and other
officers, employees, and agents of the City are hereby authorized and directed to encourage the Borrower
to provide employment opportunities to economically disadvantaged or unemployed individuals. Such
individuals may be identified by such mechanisms as are available to the City such as a first source
agreement in which the Borrower agrees to use a designated State of Minnesota employment office as a
first source for employment recruitment, referral, and placement.
6. The Borrower has agreed to pay any and all costs paid or incurred by the City in
connection with the Project and the issuance of the Obligations whether or not the Project is approved by
DEED and whether or not the Obligations and related documents are executed and delivered.
7. All commitments of the City expressed herein are subject to the condition that by
December 31, 2004, the City and the Borrower shall have agreed to mutually acceptable terms and
conditions of the Obligations, the loan agreement, and the other instruments and proceedings relating to
the Obligations and that the Obligations shall have been issued and sold. If the events set forth herein do
not take place within the time set forth above, or any extension thereof, and the Obligations are not issued
and sold within such time, this resolution shall expire and be of no further effect.
8. The adoption of this Resolution does not constitute a guaranty or firm commitment that
the City will issue the Obligations as requested by the Borrower. The City retains the right in its sole
discretion to withdraw from participation and accordingly not to issue the Obligations, or issue the
Obligations in an amount less that the amount referred to herein, should the City at any time prior to
issuance thereof determine that it is in the best interest of the City not to issue the Obligations, or to issue
the Obligations in an amount less than the amount referred to in paragraph 1 hereof, or should the parties
to the transaction be unable to reach agreement as to the terms and conditions of any of the documents
required for the transaction.
9. In anticipation of the issuance of the Obligations to finance all or a portion of the Project,
and in order that completion of the Project will not be unduly delayed when approved, the Borrower is
hereby authorized to make such expenditures and advances toward payment of that portion of the costs of
the Project as Borrower considers necessary, including the use of interim, short-term financing, subject to
reimbursement from the proceeds of the Obligations if and when delivered but otherwise without liability
on the part of the City.
10. This resolution shall take effect immediately upon adoption.
Adopted by the City Council of the City of Richfield, Minneso a, his 25th day of May, 2004.
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Attest:
GJp~ C2SVahu
Deborah Guiher, Deputy City Clerk