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HomeMy WebLinkAbout2025-055�HILLS CITY OF ARDEN HILLS COUNTY OF RAMSEY STATE OF MINNESOT A RESOLUTION NO. 2025-055 RESOLUTION GI VING PRELIMINARY APPROVAL TO THE ISSUANCE AND SALE OF REVENUE BONDS OR OTHER OBLIGATIONS, AND APPROVING A DEED APPLICATION AND SCHEDULING A PUBLIC HEARING REGARDING THE SAME BE IT RESOLVED, by the City Council of the City of Arden Hills, Minnesota, as follows: Section 1. assigned below: Definitions. The capitalized terms used in this resolution have the meanings 2017 Note: the City of North Oaks' $4,900,000 Educational Facilities Revenue Note, Series 2017 (St. Odilia School Project) dated May 4, 2017, issued to finance the Project. Acts: Minnesota Statutes, Sections 469.152 through 469.1655, as amended, and Minnesota Statutes, Section 471.656, as amended. Application: DEED's Application for Approval of Local Bond Financing, pursuant to Sections 469.152 through 469.1655 of the Acts. Authorized Officers: the Mayor and City Administrator of the Issuer. Bond Counsel: the law firm of Fryberger, Buchanan, Smith & Frederick, P.A. Borrower: The Church of St. Odilia, of Shoreview, Minnesota. Code: the Internal Revenue Code of 1986, as amended. DEED: the State of Minnesota Department of Employment and Economic Development. Facilities: The educational facilities of the Borrower, including the Project, located at 3495 Victoria Street North, Shoreview, Minnesota. Financing Purposes: refinancing the Project by redeeming and paying off the 2017 Note, and paying costs of issuance of the Obligations. Governing Body: the City Council of the Issuer. Host City: the City of Shoreview, Minnesota. Issuer: the City of Arden Hills, Minnesota. Page 1 Obligations: the Issuer's proposed tax-exempt 501(c)(3) Educational Facilities Revenue Refunding Note, Series 2025 (St. Odilia School Project), in the maximum aggregate principal amount of $1,700,000. Project: the non-religious portions of (a) the construction of an approximately 18,872 square-foot two-story addition to the current school building to include school administration offices, a multi-purpose staff/youth room, locker rooms, specialty classrooms for a learning lab and science and computer instruction, a library/media center, an elevator, and ADA accessible restrooms, (b) renovations to the existing building including an addition of a new linking upper level corridor for access to the south education wing and remodeling to convert (y) the current library, computer lab space and a special services classroom into four classrooms, and (z) two existing classrooms into a large motor skills preschool room, and (c) site improvements to the exterior of the buildings, including moving the preschool playground and bus parking improvements, all originally financed by the 2017 Note and located at 3495 Victoria Street North, Shoreview, Minnesota. Qualified Services and Activities: educational services and activities as an elementary, second ary, or postsecondary school with revenue-producing facilities, and as are undertaken by organizations described in Section 501(c)(3) of the Code. Section 2. Recitals. The Governing Body makes the following recitals of fact: 2.01 Representatives of the Borrower have represented to the Issuer that: (a)the Borrower is an organization described in Section 501(c)(3) of the Code; (b)the Borrower is engaged in Qualified Services and Activities, which the Project supports; ( c)the Borrower desires to refinance the Project by redeeming and paying off the 2017 Note; (d)the continued economic feasibility of the Project will be greatly enhanced through the issuance of the Obligations for the Financing Purposes in an amount not exceeding $1,700,000; and ( e) the Borrower has incurred the existing indebtedness to be refinanced by the issuance of the Obligations for the acquisition and betterment of its existing Facilities. 2.02 The Borrower's representatives have requested that the Issuer declare its present intent to issue the Obligations for the Financing Purposes and hold a public hearing on the issuance of the Obligations and the Project. 2.03 Since the Project is not located in the jurisdiction of the Issuer, the Borrower has infonned the Issuer that it has requested the Host City to approve the issuance of the Obligations. 2.04 Bond Counsel has represented to the Issuer as follows: (a)The Acts are the legal authority for the issuance of the Obligations. Page 2 (b)Sections 469.152 through 469.1655 of the Acts authorize a municipality to issue revenue obligations to finance a project consisting of any properties, real or personal, used or useful in connection with a revenue producing enterprise, and to discharge all or any part of the outstanding indebtedness of a "qualifying organization" that was previously incurred in the acquisition or betterment of its existing facilities. (c)The Financing Purposes qualify for financing under the Acts. ( d)Since the Project is not located within the jurisdiction of the Issuer, issuance of the Obligations is subject to the Host City holding a public hearing and approving the issuance of the Obligations by the Issuer. Section 3. Preliminary Approval. 3.01 It is declared to be the intention of the Issuer to issue the Obligations in the aggregate principal amount not to exceed $1,700,000 for the Financing Purposes. 3.02 Preliminary approval is given to the issuance of the Obligations, subject to satisfying the procedural requirements of the Acts, including, but not limited to, the approval of the refinancing of the Project by DEED, and approval by the Host City. 3.03 The final approval for the issuance, execution, and delivery of the Obligations and the approval of the necessary documents is expected to be considered and approved by this Governing Body at a subsequent meeting. Section 4. Public Hearing. 4.01 The Issuer will conduct a public hearing on 1ssumg the Obligations for the Financing Purposes on Monday, September 8, 2025. 4.02 Bond Counsel, at the direction of the Finance Director, is authorized and directed to publish the notice substantially in the form attached hereto as Exhibit A (the "Notice") in the official newspaper of the Issuer and a newspaper of general circulation in the jurisdiction of the Issuer not less than 10 days nor more than 30 days prior to the date for the public hearing. Section 5. Application. Bond Counsel is authorized and directed to prepare the Application for the Project and to provide a draft of the Application to the Finance Director on or prior to the date of publication of the Notice. The Authorized Officers are authorized to execute the Application on behalf of the Issuer. In accordance with Section 469 .154, Subdivision 3 of the Acts, the Authorized Officers are hereby authorized and directed to cause the Application to be submitted to DEED for approval. The Authorized Officers and other officers, employees and agents of the Issuer are hereby authorized and directed to provide DEED with any information needed for this purpose. Section 6. Authorization to Staff. The Authorized Officers and administrative staff of the Issuer and their agents are authorized to take further action as necessary to carry out the intent and purpose of this resolution and the requirements of the Acts. Section 7. Issuer Costs. Delivery of the Obligations to the purchaser thereof is subject to the agreement by the Borrower that it will pay the administrative fees of the Issuer and pay, or Page 3 upon demand, reimburse the Issuer for payment of, any and all costs incurred by the Issuer in connection with the issuance of the Obligations, whether or not the Obligations are issued. The Borrower has agreed to indem nify, defend, and hold harmless the Issuer against all liabilities, losses, damages, costs, and expenses (including attorney's fees and expenses incurred by the Issuer) arising with respect to the Obligations. Section 8. Limitations. 9.01 Nothing in this resolution shall be construed as an approval of the Financing Purposes or issuance of the proposed Obligations. The Governing Body specifically reserves the right to approve or disapprove the issuance of the proposed Obligations after the public hearing. 9.02 The Obligations, when, as and if issued, will be special, limited obligations of the Issuer payable solely from the revenues pledged to their payment by the Borrower. The Obligations shall not be payable from or charged upon any funds other than the revenue pledged to the payment thereof, nor shall the Issuer be subject to any liability thereon. The Obligations shall not constitute a charge, lien or encumbrance, legal or equitable, upon the general credit of the Issuer or any property of the Issuer or the Host City. The Obligations, when, as and if issued, shall recite in substance that the Obligations, including interest thereon, are payable solely from the revenues received from the Borrower and the property pledged to the payment thereof and shall not constitute a debt of the Issuer nor the Host City within the meaning of any constitutional or statutory limitation. No holders of the Obligations shall ever have the right to compel any exercise of the taxing power of the Issuer to pay the outstanding principal on the Obligations or the interest thereon, or to enforce payment thereon against any property of the Issuer, except such property as may be expressly pledged for the security of the Obligations. 9.03 All details of and conditions precedent to the issuance of the Obligations and the provisions for payment thereof shall be subject to final approval of the Issuer. Adopted: August 25, 2025 Mayor Attest: To view the final document, access adopted Resolutions via Arden Hills Public Laserfiche Web/ink by visiting cityofardenhills.org and clicking on Archived Documents under Helpful Links on our main webpage. Page4 EXHIBIT A CITY OF ARDEN HILLS, RAMSEY COUNTY, MINNESOTA NOTICE OF PUBLIC HEARING ON A PROPOSED PROJECT ON BEHALF OF THE CHURCH OF ST. ODILIA AND THE ISSUANCE OF REVENUE BONDS UNDER THE MINNESOTA MUNICIPAL INDUSTRIAL DEVELOPMENT ACT, MINNESOTA STATUTES, SECTIONS 469.152 THROUGH 469.165, AS AMENDED NOTICE IS HEREBY GIVEN that the City Council of the City of Arden Hills, Minnesota (the "Issuer") will meet on Monday, September 8, 2025, at 7:00 p.m., or as soon thereafter as is reasonably possible in City Hall located at 1245 West Highway 96, Arden Hills, Minnesota, to conduct a public hearing. The purpose of the public hearing is to consider the proposal that the Issuer issue its educational facilities revenue refunding obligations, in one or more tax-exempt series (the "Bonds"), under and pursuant to Minnesota Statutes, Sections 469.152 to 469.1655, and Section 471.656, primarily to refinance the costs of the "Project" described below. The Project is and will continue to be owned and operated by The Church of St. Odilia, of Shoreview, Minnesota (the "Borrower"), a Minnesota religious nonprofit corporation and an organization described in Section 50l(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"). Proceeds of the Bonds would be loaned to the Borrower and used to: (i) redeem and payoff (refinance) the City of North Oaks's Educational Facilities Revenue Note, Series 2017 (St. Odilia School Project), dated May 4, 2017, which was originally issued to finance the non-religious portions of ( a) the construction of an approximately 18,872 square-foot two-story addition to the current school building to include school administration offices, a multi-purpose staff/youth room, locker rooms, specialty classrooms for a learning lab and science and computer instruction, a library/media center, an elevator, and ADA accessible restrooms, (b) renovations to the existing building including an addition of a new linking upper level corridor for access to the south education wing and remodeling to convert (y) the current library, computer lab space and a special services classroom into four classrooms, and (z) two existing classrooms into a large motor skills preschool room, and ( c) site improvements to the exterior of the buildings, including moving the preschool playground and bus parking improvements, all located at 3495 Victoria Street North, Shoreview, Minnesota; and (ii) pay costs of issuance associated with the Bonds. The estimated total amount of the Bonds will not exceed $1,700,000, and are proposed to be issued as qualified 501(c)(3) bonds as defined in Section 145 of the Code. The Bonds and the interest thereon shall be special limited obligations of the Issuer and the principal thereof and interest thereon will be payable solely from the revenues pledged to the payment thereof, and the Issuer shall not be subject to any liability on them. No holder of the Bonds shall ever have the right to compel any exercise of the taxing power of the Issuer to pay the principal and interest on the Bonds, or to enforce payment of them against any property of the Issuer except those projects, or portions thereof, mortgaged or otherwise encumbered. Page 1 A draft copy of the proposed Application to the Minnesota Department of Employment and Economic Development for approval of the refinancing of the Project and the Bonds, together with all attachments and exhibits thereto, is available for public inspection at City offices during normal business hours. At the time and place fixed for the public hearing, the City Council will give all persons who attend the public hearing an opportunity to express their views with respect to the Project and the Bonds. In ad dition, interested persons may file written comments regarding the Project and the Bonds with the City Administrator at or prior to such public hearing. BY ORDER OF THE CITY COUNCIL Jessica Jagoe, City Administrator Page2 EXTRACT OF MINUTES OF A REGULAR MEETING OF THE COUNCIL OF THE CITY OF ARDEN HILLS, MINNESOTA Pursuant to due call and notice thereof, a regular meeti ng of the Council of the City of Arden Hills, Minnesota, was duly called and held at the City Hall located at 1245 West High way 96, on Monday, August 25, 2025, at 7:00 p.m. The following members were present: and the following members were absent: MOTION: Member _____ moved to adopt Resolution No. 2025-055, entitled "RESOLUTION GIVING PRELIMINARY APPROVAL TO THE ISSUANCE AND SALE OF REVENUE BONDS OR OTHER OBLIGATIONS, AND APPROVING A DEED APPLICATION AND SCHEDULING A PUBLIC HEARING REGARDING THE SAME" SECOND: Member RESULT: On a roll call vote the motion was carried. Ayes: Nays: Not Voting: Absent: Mayor David Grant, Councilmembers Holden, Monson, Rousseau and Weber None Holden Monson Mayor Grant, Councilmembers Holden, Monson, Rousseau and Weber