HomeMy WebLinkAboutResolution No. 037-22 - Resolution - Rochester Rever Glen Reissuance of Bonds
RESOLUTION
Authorizing the Amendment and Restatement of Multifamily Housing Revenue Note,
Series 2017 & 2018 (River Glen Apartments Projects).
WHEREAS, the City of Rochester, Minnesota (the “City”), is a home rule charter city duly
organized and existing under its Charter and the Constitution and laws of the State of
Minnesota; and
WHEREAS, on May 22, 2017, the City issued and sold to a Merchants Bank of Indiana,
an Indiana banking corporation (the “Series 2017 Lender”) its Multifamily Housing Note,
(River Glen Apartments Project), Series 2017 (the “Series 2017 Note”) in the original
aggregate principal amount of $10,874,201 and on September 17, 2018, the City issued
and sold to Fidelity Federal Bancorp, a Nevada Corporation (“Series 2018 Lender”) its
Multifamily Housing Note (River Glen Apartments Project), Series 2018 (the “Series 2018
Note”) in the original aggregate principal amount of $1,500,000, pursuant to Minnesota
Statutes, Chapter 462C, as amended;
WHEREAS, the City loaned the proceeds derived from the sale of the Series 2017 Note
and the Series 2018 Note to River Glen Apartments, L.P., an Indiana limited partnership
(the “Borrower”) to finance the acquisition, construction, and equipping of two
approximately 128-unit multifamily rental housing developments located at the
intersection of Penny Lane NE and 2nd Ave NE (with a leasing office at 191 Sandbar
Court NE) in the City (the “Project”). The Project is owned and operated by the Borrower;
WHEREAS, the Borrower has requested, and the Series 2017 Lender and the Series
2018 Lender and the City have agreed to amend and restate the Series 2017 Note and
the Series 2018 Note to, among other things, adjust the interest rate on each note and to
amend the security on each note, including without limitation a GNMA certificate
(collectively, the “Amended and Restated Notes”); and
WHEREAS, such amendments will cause a reissuance of the Notes for tax purposes
pursuant to Section 1.1001-3 of the Treasury Regulations promulgated under the Internal
Revenue Code of 1986, as amended; therefore, for tax purposes, the Notes will be treated
as if they will be refunded on the effective date of the amendments; and
WHEREAS, on the date hereof, in accordance with the Act and Section 147(f) of the
Code, the City held a public hearing on the proposed amendments to the Series 2017
Note and the Series 2018 Note.
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Rochester,
Minnesota (“City”) as follows:
1. The City hereby approves the Amended and Restated Notes, in substantially the
forms on file with the City, together with any related documents necessary in
connection therewith, including without limitation a Tax Certificate, IRS Form 8038,
the First Amendatory and Supplemental Bond Purchase and Loan Agreement, and
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the Mortgage Release (collectively, the “Amendment Documents”), and hereby
authorizes the Mayor and the City Clerk of the City to execute the Amendment
Documents on behalf of the City, and to carry out, on behalf of the City, the City’s
obligations thereunder.
2. All of the provisions of the Amendment Documents, when executed and delivered
as authorized herein, shall be deemed to be a part of this resolution as fully and
to the same extent as if incorporated verbatim herein and shall be in full force and
effect from the date of execution and delivery thereof.
3. The approval hereby given to the Amendment Documents includes approval of such
additional details therein as may be necessary and appropriate and such
modifications thereof, deletions therefrom and additions thereto as may be
necessary and appropriate and approved by legal counsel to the City and by the
officers authorized herein to execute said documents prior to their execution; and
said officers are hereby authorized to approve said changes on behalf of the City.
The execution of any instrument by the appropriate officers of the City herein
authorized shall be conclusive evidence of the approval of such document in
accordance with the terms hereof. In the event of absence or disability of the
officers, any of the documents authorized by this Resolution to be executed may be
executed without further act or authorization of the Council by any duly designated
acting official, or by such other officer or officers of the City as, in the opinion of legal
counsel to the City, may act in their behalf.
PASSED AND ADOPTED BY THE COMMON COUNCIL OF THE CITY OF
ROCHESTER, MINNESOTA, THIS DAY OF , 2022.
PRESIDENT OF SAID COMMON COUNCIL
ATTEST:
CITY CLERK
APPROVED THIS DAY OF , 2022.
MAYOR OF SAID CITY
(Seal of the City of
Rochester, Minnesota)
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