HomeMy WebLinkAbout01-04HOUSING AND DEVELOPMENT AUTHORITY
IN AND FOR THE CITY OF LAKEVILLE
COUNTY OF DAKOTA
STATE OF MINNESOTA
RESOLUTION NO. 01-4
RESOLUTION APPROVING ISSUANCE OF TAX INCREMENT REVENUE
NOTE BY THE CITY OF LAKEVILLE AND APPROVING A RELATED TAX
INCREMENT PLEDGE AGREEMENT
WHEREAS, the Housing and Redevelopment Authority of the City of Lakeville,
Minnesota (the "Authority") has been furnished with a copy of resolution adopted or to be
adopted by the City Council of the City of Lakeville, Minnesota on June 18, 2001 entitled
"Resolution Approving the Issuance of a Tax Increment Revenue Note and Execution of a
Related Tax Increment Pledge Agreement;" and
WHEREAS, the Authority has reviewed the terms of said resolution and the Tax
Increment Revenue Note attached thereto.
NOW, THEREFORE, BE IT RESOLVED that the Authority approves the terms of
said resolution and the Tax Increment Revenue Note attached thereto, and approves and consents
to the execution and delivery of the Tax Increment Revenue Note by the City.
BE IT FURTHER RESOLVED that the draft of the Tax Increment Pledge Agreement
furnished to the Authority to be entered into between the Authority and the City in connection
with the issuance of the Tax Increment Revenue Note is hereby approved and the Chairperson
and Executive Director of the Authority are authorized to execute the same on behalf of the
Authority.
DATE: June 18, 2001
Chairman
ATT
Executive Director tDW*,W.
TAX INCREMENT PLEDGE AGREEMENT
This Tax Increment Pledge Agreement (the "Agreement") dated as of June 18, 2001, is
by and between the City of Lakeville, Minnesota (the "City"), and the Housing and
Redevelopment Authority of the City of Lakeville, Minnesota (the "Authority"), and provides as
follows:
WHEREAS, the City Council has, on or before the date hereof, adopted a resolution
authorizing the issuance of the City's $1,897,000 Tax Increment Revenue Note (Aurora
Investments Project) (the "Note"); and
WHEREAS, the Note is being issued to finance land acquisition costs within the
Authority's Redevelopment Project No. 1 (the "Project") and is to be payable from tax
increments realized by the Authority from Tax Increment Financing District No. 3 (the
"District") within the Project.
NOW, THEREFORE, to provide funds to be applied by the City to the payment of the
principal and interest on the Note, the City and the Authority hereby agree as follows:
1. In order to provide tax increments to be applied by the City to the payment of
principal of and interest on the Note, the Authority hereby pledges and shall make available to
the City, as of each February 1 and August 1, commencing on August 1, 2001, for deposit in the
Tax Increment Revenue Note (Aurora Investments Project) Bond Fund to be created on the
books of the City for the payment of the Note, all Available Tax Increments (as hereinafter
defined). As used in this Agreement, "Available Tax Increments" means all tax increments
allocable to the Authority from the District, after deducting therefrom certain amounts payable to
the City for other purposes as specified in the Note. The City shall apply all Available Tax
Increments made available by the Authority to the payment of the Note in accordance with the
terms thereof.
2. An executed copy of this Agreement shall be filed with the County Auditor -Treasurer
of Dakota County.
3. This Agreement shall become effective upon the actual issuance and delivery of the
Note.
IN WITNESS WHEREOF, the City and the Authority have caused this Agreement to be
duly approved and executed as of the day and year first above written.
CITY OF LAKEVILLE, MINNESOTA
By
Its Mayor
And 3
Its City Clerk
HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY
OF LAKEVILLE, MINNESOTA
By
Its
Ar
Its
No. R-1
Interest Rate
8.00%
REGISTERED OWNER:
PRINCIPAL AMOUNT:
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF DAKOTA
CITY OF LAKEVILLE
TAX INCREMENT REVENUE NOTE
(AURORA INVESTMENTS PROJECT)
Final Maturitv
February 1, 2014
LAKEVILLE FIVE, INC.
$1,897,000
Dated Date of Note
February 1, 2000
ONE MILLION EIGHT HUNDRED NINETY SEVEN
THOUSAND DOLLARS
_FOR VALUE RECEIVED, THE CITY OF LAKEVILLE, Dakota County, Minnesota
(the "City"), acknowledges itself to be specially indebted and hereby promises to pay to the
registered owner named above, or registered assigns (the "Registered Owner"), the principal
amount specified above, in the manner set forth herein and on the dates shown on Exhibit A
attached hereto, with interest thereon at the annual rate of eight percent (8.00%) per annum
(computed on the basis of a 360 -day year consisting of twelve 30 -day months), computed
commencing as of the Dated Date of this Note set forth above, payable in the manner set forth
hergin and on the dates set forth on said Exhibit A. The interest hereon and the principal hereof
are payable in lawful money of the United States of America, by check or draft of the City. The
final installment of the principal of and interest on this Note payable at maturity or upon
redemption of the entire principal amount hereof is payable upon surrender hereof at the office of
the City Finance Director, in Lakeville, Minnesota.
This Note is issued pursuant to a Redevelopment Agreement, dated February 17, 1998
between the City, Lakeville Five, Inc. and Aurora Investments, LLC (the "Redevelopment
Agreement") and resolutions adopted by the City Council on February 17, 1998 and June 18,
2001 (collectively, the "Resolution") to pay certain public redevelopment costs of
Redevelopment Project No. 1 (the "Project") heretofore established by the Housing and
Redevelopment Authority of the City (the "HRA"). Pursuant to the Redevelopment Agreement,
the City agreed that interest on the principal balance would begin to accrue as of the Dated Date
of this Note, but the City would not be required to deliver the Note to the Registered Owner and
commence payments hereunder until certain conditions set forth in Section 3.2(c) of the
Redevelopment Agreement had been fulfilled to the satisfaction of the City. Said conditions
having been met to the satisfaction of the City, this Note is executed and delivered to the
Registered Owner on the date set forth below in satisfaction of the City's obligations under the
Redevelopment Agreement. This Note is issued pursuant to and in full conformity with the
provisions of the Constitution and laws of the State of Minnesota thereunto enabling, including
Minnesota Statutes, Sections 469.001 through 469.047, Sections 469.174 through 469.179 and
Chapter 475, as amended. This Note is payable solely from certain tax increments (the "District
Tax Increment") to be derived from Redevelopment Tax Increment Financing District No. 3 (the
"District") within the Project, which have been pledged to the payment of this Note by the
Resolution.
The District Tax Increment received will be deposited in the account established
pursuant to the provisions of Minnesota Statutes, Section 469.177, subdivision 5 (the
"Account"). Payment from said Account shall be made in the following order and for the
following purposes:
Payment shall be made to the City, on each February 1 and August 1, in the
amount of $10,904.50 to be used by the City to help pay interest on the City's
General Obligation Improvement Bonds, Series 1995A, heretofore issued by the
City for the benefit of the Project. Payments in said amount have previously been
made from the Account on February 1 and August 1 in each of the years 1998,
1999 and 2000, and on February 1, 2001, and will continue, commencing on
August 1, 2001.
2. Subsequent to the Date of Delivery hereof, payment shall be made from said
Account to the appropriate payee, upon receipt of an invoice or other
documentation reasonably acceptable to the City, for administrative expenses due
but unpaid relating to the District, including, without limitation, legal fees, legal
notice and publication fees, and tax increment fees due the County and State.
3. On August 1, 2001, payment shall be made from said Account to the City in the
amount of $88,859, and on February 1, 2002 the amount of $30,000 which is the
amount required to reimburse the City in full, after taking into account previous
payments, for certain costs of public improvements heretofore undertaken by the
City within the Project.
4. Commencing on August 1, 2001 and continuing on each February 1 and August 1
thereafter until the earlier of (i) February 1, 2014 or (ii) the date upon which the
principal balance of this Note has been fully discharged, payments shall be made
from said Account to the Registered Owner on said dates, after the foregoing
disbursements have been made, of all remaining District Tax Increment to be
applied toward payment of the principal of and interest on this Note then due. In
the event that amounts so disbursed to the City are not sufficient to pay the
principal of and interest on this Note when due, the failure of the City to pay such
principal and interest shall not constitute a default hereunder.
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This Note and the interest hereon shall not be deemed to constitute a general obligation
of the HRA, the City or the State of Minnesota or any political subdivision thereof. Neither the
HRA, the City, the State of Minnesota nor any political subdivision thereof shall be obligated to
pay the principal of or interest on the Notes except from District Tax Increment pledged therefor,
and neither the full faith and credit nor the taxing power of the HRA, the City, the State of
Minnesota or any political subdivision thereof is pledged to the payment of the principal of or
interest on this Note or other costs incident hereto.
THE CITY MAKES NO REPRESENTATION OR WARRANTY AS TO THE
SUFFICIENCY OR AVAILABILITY OF THE DISTRICT TAX INCREMENT TO PAY THE
PRINCIPAL OF OR INTEREST ON THIS NOTE WHEN DUE. NO ASSURANCE CAN BE
GIVEN THAT SUCH PRINCIPAL OR INTEREST WILL BE PAID IN ACCORDANCE
WITH THE TERMS OF THIS NOTE.
Payments made on this Note shall be applied first to interest accrued and owing on the
Note and then to reduction of the outstanding principal balance. In the.event the payment made
on any payment date is not sufficient to pay the interest accrued in full, the deficiency shall
continue as an obligation of the City until the accrued but unpaid interest shall have been fully
paid but no interest shall be payable on overdue installments of interest. The City shall not be
obligated to make any payments hereunder, whether principal or interest, subsequent to February
1, 2014, and any amounts remaining unpaid as of said date (other than by reason of failure of the
City to comply with the terms of this Note) shall be considered forgiven and shall cease to be
owing. Subsequent to each February 1 and August 1 payment, the City Finance Director will
update Exhibit A hereto through said payment date and will provide a copy of the revised Exhibit
A to the Registered Owner hereof and said revised Exhibit A shall thereafter constitute a part of
this Note:
,The principal amount of this Note may not be prepaid by the City, either in whole or in
part, from sources other than the District Tax Increment without the prior written consent of the
Registered Owner.
As provided in the Resolution, the City will cause to be kept at the office of the City
Findrice Director a Note Register in which, subject to such reasonable regulations as it may
prescribe, the City shall provide for the registration or transfer of ownership of this Note. This
Note is transferable upon the books of the City at the office of the City Finance Director by the
Registered Owner hereof in person or by its attorney duly authorized in writing, upon surrender
hereof together with a written instrument of transfer satisfactory to the City Finance Director,
duly executed by the Registered Owner or its duly authorized attorney, together with (i) an
executed investment letter from the new Registered Owner in form satisfactory to the City, (ii) if
requested by the City, an opinion of counsel addressed to the City and in form satisfactory to the
City that such transfer complies with all applicable federal and State of Minnesota securities
laws, and (iii) if requested by the City, an indemnity agreement in form and substance
satisfactory to the City executed by the Registered Owner. Upon such transfer the City Finance
Director will note the date of registration and the name and address of the new Registered Owner
upon the books of the City and in the registration blank appearing below. Alternatively, the City
3
will at the request and expense of the Registered Owner issue new notes in an aggregate
principal amount equal to the unpaid principal balance of this Note, and of like tenor, except as
to number and principal amount, and registered in the name of the Registered Owner or such
transferee as may be designated by the Registered Owner. The City may deem and treat the
person in whose name this Note is last registered upon the books of the City with such
registration noted on this Note as the absolute owner hereof for the purpose of receiving payment
of or on account of the principal balance, redemption price or interest, whether or not overdue,
and for all other purposes, and all such payments so made to the Registered Owner or upon its
order shall be valid and effectual to satisfy and discharge the liability upon this Note to the extent
of the sum or sums so paid, and the City shall not be affected by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all
acts, conditions and things required by the Constitution and laws of the State of Minnesota to be
done, to exist, to happen and to be performed precedent to and in the issuance of this Note in
order to make it a valid and binding special obligation of the City according to its terms have
been done, do exist, have happened and have been performed in regular and due form as so
required.
IN WITNESS WHEREOF, the City of Lakeville, Dakota County, Minnesota, by its
City Council, has caused this Note to be executed by the signatures of its Mayor and City Clerk
and has caused this Note to be delivered on the date set forth below.
Date of Delivery: July 1, 2001.
Mayor
AA
ttdw V16, 1 Ut"
City cier1V 61
RECEIPT OF ORIGINAL REGISTERED OWNER
Lakeville Five, Inc., as the original registered owner of this Note, hereby acknowledges
receipt of the Note and agrees to the terms and provisions hereof as set forth above and in
Exhibit A attached hereto.
LAKEVILLE FIVE, INC.
By�
Its �
n
4
PROVISIONS AS TO REGISTRATION
The ownership of the unpaid principal balance of this Note and the interest accruing
thereon is registered on the books of the City in the name of the registered owner named on the
first page hereof or as last noted below.
Date of Name and Address of Signature of
Registration Registered Owner City Finance Director
Date
02/01/00
08/01/00
02/01/01
08/01/01
02/01/02
08/01/02
02/01/03
08/01/03
02/01/04
08/01/04
02/01/05
08/01/05
02/01/06
08/01/06
02/01/07
08/01/07
02/01/08
08/01/08
02/01/09
08/01/09
02/01/10
08/01/10-
02/01/11
8/01/10-
02/01/11
08/01/11 ,
02/01 /12'
08/01/12
02/01/13
08/01/13
02/01/14
Total
Exhibit A
Payments
Accrued
Interest
Deferred Interest Principal Total
,4,
Accrued Interest Deferred
Remaining
Principal
Unpaid
Balance
Earned
Balance
1,897,000.00
1,897,000.00
75,880.00
75,880.00
1,897,000.00
75,880.00
151,760.00
1,897,000.00
75,880.00
227,640.00