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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. 2 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