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HomeMy WebLinkAbout1990-03-05 HRA Regular Meeting MINUTES OF THE JOINT MEETING OF THE EDINA HOUSING AND REDEVELOPMENT AUTHORITY/CITY COUNCIL HELD AT EDINA CITY HALL MARCH 5, 1990 A joint meeting of the Edina Housing and Redevelopment Authority and the City Council was convened to consider concurrently Tax Increment Financing Bonds and Update on 50th and France Redevelopment Plan Amendment. Action was taken by the HRA and Council as recorded. ROLLCALL Answering rollcall were Commissioners/Members Kelly, Paulus, Rice, Smith and Chairman/Mayor Richards. MINUTES of the Joint HRA/Council Meeting of February 20, 1990 were approved as submitted by motion of Commissioner/Member Paulus, seconded by Commissioner/Member Smith. Ayes: Kelly, Paulus, Rice, Smith, Richards Motion carried. RESOLUTION ADOPTED AUTHORIZING ISSUANCE AND CALLING FOR PUBLIC SALE OF $3,080,000 G.O. TAR INCREMENT BONDS, SERIES 1990A Assistant Manager Gordon Hughes presented a resolution formalizing the action of the Council on February 10, 1990, relative to the call for sale of the $3,080,000 General Obligation Bond issue for the 50th & France Tax Increment Financing District. He referenced the letter of March 2, 1990 from Jerry Gilligan, bond counsel, who had advised that it would be advantageous to designate these bonds as qualified tax-exempt obligations. Such a designation would likely result in a more favorable interest rate for the bonds. To qualify for such designation, the Council must reasonably anticipate that it does not intend to issue more than $10,000,000 in governmental bonds in 1990. Assistant Manager Hughes stated that, based on the facts pointed out in the staff report, staff believes the Council can make that finding and would recommend adoption of the resolution authorizing the issuance and calling for public sale of the bonds. Mayor Richards called for questions and comment from the Council. Hearing none, he then called for comment from the public on the proposed sale of tax increment bonds. No comment was heard. Member Smith introduced the following resolution and moved its adoption: RESOLUTION RELATING TO $3,080,000 GENERAL OBLIGATION TAR INCREMENT BONDS, SERIES 1990A; AUTHORIZING THE ISSUANCE AND CALLING FOR THE PUBLIC SALE THEREOF BE IT RESOLVED by the City Council of the City of Edina, Minnesota (the City) , as follows: 1. Authorization. 1.01. This Council and the Housing and Redevelopment Authority of Edina, Minnesota (the Authority) have previously approved a redevelopment plan and redevelopment project under Minnesota Statutes, Section 469.001 to 469.047, and a tax increment financing plan, under Minnesota Statutes, Section 469.174 to 469.179 designed as the 50th and France Redevelopment Plan (the Redevelopment Plan) . It has been proposed that the City and Authority construct additional public improvements in the Redevelopment Plan area to further the objectives and goals of the redevelopment project and Redevelopment Plan (the Project) . 1.02. Pursuant to the provisions of Minnesota Statutes, Section 469.178 and Chapter 475, the Council hereby authorizes the issuance and sale of its General Obligation Tax Increment Bonds, Series 1990A (the Bonds) in the principal amount of $3,080,000 of which amount $50,000 represents interest as provided in Minnesota Statutes, Section 475.56, for the purpose of providing funds for the payment of a portion of the costs of the Project. 2. Sale. This Council shall meet at the time and place specified in the notice of sale hereinafter prescribed for the purpose of receiving sealed bids and H.R.A./Council Minutes - 3/5/90 Page 2 awarding sale of the Bonds. The City Clerk is hereby authorized and directed to cause a public notice of the time, place and purpose of the meeting to be published in the official newspaper of the City, and in a daily or weekly periodical, published in a Minnesota City of the first class, which circulates throughout the state and furnishes financial news as part of its service, once not less than ten days before the date of said meeting in substantially the following form: NOTICE OF BOND SALE $3,080,000 GENERAL OBLIGATION TAX INCREMENT BONDS, SERIES 1990a CITY OF EDINA, MINNESOTA NOTICE IS HEREBY GIVEN that sealed bids for the purchase of $3,080,000 General Obligation Tax Increment Bonds, Series 1990A (the Bonds) , of the City of Edina, Minnesota (the City), will be received at the offices of Public Financial Systems, Inc. , 512 Nicollet Mall, Suite 550, Minneapolis, Minnesota 55402 until 11:00 o'clock a.m. , on Monday, March 19, 1990, at which time the bids will be opened and tabulated. The City Council will meet in the City Hall in the City at 7:00 o'clock p.m. , that same date to consider the bids and award the sale of the Bonds. The Bonds will be issued to finance a redevelopment project to be undertaken in the City by the Housing and Redevelopment Authority in and for the City. The Bonds will be issuable as fully registered bonds in the denomination of $5,000 or any integral multiple thereof, will be dated, as originally issued, as of March 1, 1990, and will mature on February 1 in each year as follows: Year Amount 2002 $700,000 2003 745,000 2004 800,000 2005 835,000 The City will select a suitable bank or trust company to act as Bond Registrar, Transfer Agent and Paying Agent. Interest will be payable on each February 1 and August 1 commencing February 1, 1991. The Bonds are each subject subject to redemption and prepayment at the option of the City and in whole or in part, and if in part, in inverse order of maturities, on February 1, 1997 and any interest payment date thereafter at a price equal to the principal amount thereof to be redeemed plus accrued interest. A legal opinion as to the validity of the Bonds will be furnished by Dorsey & Whitney, of Minneapolis, Minnesota. Copies of a statement of Terms and Conditions of Sale and additional information may be obtained from the undersigned or from Public Financial Systems, Inc. , 512 Nicollet Mall, Suite 550, Minneapolis, Minnesota 55402; telephone 612-333-9177, financial consultants to the City. BY ORDER OF THE CITY COUNCIL Marcella M. Daehn City Clerk City of Edina, Minnesota 3. Terms and Conditions of Sale. The following statement of Terms and Conditions of Sale shall constitute the terms and conditions for the sale and issuance of the Bonds and such terms and conditions are hereby authorized to be incorporated in material distributed to prospective bidders for the Bonds: TERMS AND CONDITIONS OF SALE $3,080,000 GENERAL OBLIGATION TAX INCREMENT BONDS, SERIES 1990A CITY OF EDINA, MINNESOTA Sealed bids for the purchase of $3,080,000 General Obligation Tax Increment Bonds, Series 1990A (the Bonds), of the City of Edina, Minnesota (the City), will be received at the offices of Public Financial Systems, Inc. , 512 Nicollet Mall, Suite 550, Minneapolis, Minnesota 55402 until 11:00 o'clock, a.m. , Monday, H.R.A./Council Minutes - 3/5/90 Page 3 March 19, 1990, at which time the bids will be opened and tabulated. The City Council will meet at the City Hall in the City at 7:00 o'clock, p.m. , on the same day to consider the bids and award the sale of the Bonds. This is a statement of the terms and conditions upon which the bids for the purchase of the Bonds will be received, the sale thereof awarded and the Bonds issued. PURPOSE AND SECURITY The Bonds will be issued pursuant to Minnesota Statutes, Section 469.178 and Chapter 475, to finance costs of a redevelopment project to be undertaken in the City by the Housing and Redevelopment Authority in and for the City. The Bonds will be general obligations of the City for which the City will pledge its full faith, credit and taxing powers. DATE, TUIE AND DENOMINATION The Bonds will be dated, as originally issued, as of March 1, 1990, will be issued as negotiable investment securities in registered form as to both principal and interest and will be issuable in the denomination of $5,000 or any integral multiples thereof. MATURITIES AND REDEMPTION The Bonds will mature on February 1 in the following years and amounts: Year Amount 2002 $700,000 2003 745,000 2004 800,000 2005 835,000 The Bonds will be subject to redemption and prepayment, at the option of the City and in whole or in part, and if in part, in inverse order of maturities and by lot assigned in proportion to their principal amount within any maturity, on February 1, 1997, and any interest payment date thereafter at a price equal to the principal amount thereof to be redeemed plus accrued interest to the date of redemption. BOND REGISTRAR. TRANSFER AGENT AND PAYING AGENT The City will select a suitable bank or trust company to act as Bond Registrar, Transfer Agent and Paying Agent for the Bonds (the Registrar) . The Bond Register will be kept, principal and interest will be paid to the registered owner of each Bond and transfers of ownership will be effected by the Registrar. The City will pay the charges of the Registrar. The City reserves the right to remove the Registrar and appoint a successor. INTEREST PAYMENT DATES, RATES Interest will be payable each February 1 and August 1, commencing February 1, 1991. All Bonds of the same maturity must bear interest from date of issue until paid at a single, uniform rate, not exceeding the rate specified for Bonds of any subsequent maturity. Each rate must be expressed in an integral multiple of 5/100th or 1/8th of 1%. DELIVERY The closing of the Bonds will occur prior to April 1, 1990. The original purchaser must notify the Registrar at least 5 business days prior to the closing of the Bonds of the persons in whose names the Bonds will be registered and the authorized denominations of the Bonds to be originally issued. If notification is not received by that date, the Bonds will be registered in the name of the original purchaser and will be issued in denominations corresponding to the principal maturities of the Bonds. On the day of closing, the City will furnish to the purchaser the opinion of bond counsel hereinafter described and a certificate verifying that no litigation in any manner questioning the validity of the Bonds is then pending or, to the best knowledge of officers of the City, threatened. Payment for the Bonds must be received by the City at its designated depository on the date of closing in immediately available funds. LEGAL OPINION An opinion as to the validity of the Bonds and the exemption from taxation of the interest thereon will be furnished by Dorsey & Whitney, of Minneapolis, Minnesota. The legal opinion will be printed on the Bonds at the request of the purchaser. The legal opinion will state that the Bonds are valid and binding H.R.A./Council Minutes - 3/5/90 Page 4 general obligations of the City enforceable in accordance with their terms, except to the extent enforceability may be limited by State of Minnesota or United States laws relating to bankruptcy, reorganization, moratorium or creditors' rights generally. QUALIFIED TAX-EXEMPT OBLIGATIONS The Bonds will be designated by the City as "Qualified Tax-Exempt Obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. TYPE OF BID AND AWARD Sealed bids for not less than $3,030,000 and accrued interest on the principal sum of $3,080,000 must be mailed or delivered to the undersigned and must be received prior to the time stated above. Each bid must be unconditional and must be accompanied by a cashier's check or certified check or bank draft in the amount of $61,600, payable to the City Clerk. The good faith deposit will be retained by the City as liquidated damages if the bid is accepted and the bidder fails to comply therewith. The bid authorizing the lowest net interest cost (total interest on all Bonds from March 1, 1990 to their maturities, less any cash premium or plus and discount) will be deemed the most favorable. In the event that two or more bids state the lowest net interest cost, the sale of the Bonds will be awarded by lot. No oral bid and no bid of less than $3,030,000 for principal, plus accrued interest on all of the Bonds, will be considered and the City reserves the right to reject any and all bids, to waive any nonsubstantive informalities in any bid, and to adjourn the sale. CUSIP NUMBERS The City will assume no obligation for the assignment or printing of CUSIP numbers on the Bonds or for the correctness of any numbers printed thereon, but will permit such numbers to be assigned and printed at the expense of the purchaser, if the purchaser waives any extension of the time of delivery caused thereby. OFFICIAL STATEMENT The City 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 as required by Rule 15c2-12 of the Securities and Exchange Commission. 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 City with respect to the Bonds, as that term is defined in Rule 15c2-12. No more than seven business days after the date of the sale, it shall provide without cost to the successful bidder 75 copies of the Official Statement and the addendum or addenda described above. If the sale of the Bonds is awarded to a syndicate, the City 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 executing and delivering a 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 relationship with all participating underwriters of the Bonds for the purposes of assuring the receipt by each such participating underwriter of the Final Official Statement. Copies of the Official Statement, bid forms and any additional information may be obtained from the undersigned or from Public Financial Systems, Inc. , 512 Nicollet Mall, Suite 550, Minneapolis, Minnesota 55402, telephone: 612-333-9177, financial consultants to the City. BY ORDER OF THE CITY COUNCIL Marcella M. Daehn City Clerk Edina, Minnesota 4. Official Statement. The City Manager, in cooperation with Public Financial Systems, Inc. , financial consultants to the City, is hereby authorized and directed to prepare on behalf of the City an official statement to be H.R.A./Council Minutes - 3/5/90 Page 5 distributed to potential purchasers of the Bonds. Such official statement shall contain the statement of Terms and Conditions of Sale set forth in paragraph 3 hereof and such other information as shall be deemed advisable and necessary to adequately describe the City and the security for, and terms and conditions of, the Bonds. The City Manager is authorized on behalf of the City to deem the official statement near "final" as of its date, in accordance with Rule 15cl-12(b)(1) under the Securities Exchange Act of 1934. 5. Combination of Maturities. Pursuant to Minnesota Statutes, Section 475.54, Subdivision 17, this Council estimates that the tax increments to be pledged to the payment of the Bonds are sufficient to pay when due the principal and interest on the Bonds. Adopted by the City Council on March 5, 1990. Attest: S - Mayor City Clerk Motion for adoption of the resolution was seconded by Member Rice. Rollcall: Ayes: Kelly, Paulus, Rice, Smith, Richards Resolution adopted. PUBLIC HEARING ON AMENDMENT TO 50TH & FRANCE REDEVELOPMENT PLAN SCHEDULED FOR 3/26190 Assistant Manager Hughes advised that in accordance with the Council's direction of February 20, 1990, staff has prepared an amendment to the 50th & France Redevelopment Plan. The effect of the amendment is two-fold: 1. The amendment allows the use of tax increments to finance the public improvement project at 50th and France, which is estimated to be $3,000,000. 2. The amendment provides for the pooling of tax increments from 50th and France into the Southeast Edina Redevelopment Plan area. The proposed amendment was forwarded to the Hennepin County Board of Commissioners and the Board of Education for the Edina School District on February 23 in compliance with state statute that requires notification. Assistant Manager Hughes pointed out that in order to meet the time schedule required by statute, the Council would have to hold a special meeting on March 26, 1990, to consider the plan amendment. He explained that it is important to process the amendment prior to April 1, 1990 and staff would therefore recommend that a special Council Meeting be held on March 26. Member Rice asked if this is another step in the process but not the final one. Assistant Manager Hughes said the Council would hold a public hearing to actually approve the amendment. Once the amendment is approved the Council would at its discretion implement the pooling. Member Kelly asked, were the pooling needed, if it would be a separate action. Assistant Manager Hughes said that it would be a separate action by the Council to actually use 50th and France tax increment funds in the future to pay for Centennial Lakes or Edinborough debt service. Mayor Richards asked if staff has had any contact with legislators or Hennepin County on the subject of pooling tax increments. Assistant Manager Hughes said a that he and City representatives had met with Representative Paul Ogren, House Tax Committee Chair, on March 2. The purpose was to discuss special legislation concerning the homestead issue. At that meeting Representative Ogren inquired if there was an opportunity for pooling other districts in the community and if that was being considered. His feeling was that special aid to Edina would not be a H.R.A./Council Minutes - 3/5/90 Page 6 popular topic in the Legislature and his thought was that as pooling is now permitted it may be the preferable method to seeking special legislation. Following discussion as to the public hearing date, Member Paulus made a motion to schedule a public hearing on March 26, 1990 at 7:00 p.m. to consider the Amendment to the 50th and France Redevelopment Plan. Motion was seconded by Member Smith. Ayes: Kelly, Paulus, Rice, Smith, Richards Motion carried. Motion was made by Commissioner Kelly and was seconded by Commissioner Smith for adjournment of the HRA. Motion carried unanimously. / J xe utive rec o -ABU.� , City Clerk