HomeMy WebLinkAboutResolution No. 487A-14 • CITY OF ROCHESTER
COUNTY OF OLMSTED
STATE OF MINNESOTA
RESOLUTION NO. 487A-14
RESOLUTION APPROVING A SECURITIES ACCOUNT CONTROL AND PLEDGE
AGREEMENT AND DECLARING THE OFFICIAL INTENT OF THE CITY TO
REIMBURSE CERTAIN CAPITAL EXPENDITURES OF A PROJECT FROM THE
PROCEEDS OF TAX-EXEMPT BONDS
BE IT RESOLVED by the Common Council (the "Council') of the City of Rochester,
Minnesota(the"City"), as follows:
Section 1. Recitals.
1.01. The State of Minnesota (the "State") has allocated certain funds to be given to the
City as a grant (the "Grant") to assist in financing a portion of the costs of the design,
construction, furnishing and equipping the renovation and expansion of the Mayo Civic Center
complex and improvements and betterments to related infrastructure including without limitation
skyway access, lighting, parking and landscaping (the"Project").
1.02. Prior to entering into a grant agreement with the State with respect to the Grant,
. the City is required to demonstrate to the Commissioner of Management and Budget that it has
committed certain matching fiends to the Project (the"Matching Funds").
1.03. The City proposes to meet the requirement for Matching Funds by pledging
certain investments to the Project for the benefit of the State pursuant to a Securities Account
Control and Pledge Agreement (the"Pledge Agreement").
1.04. The Internal Revenue Service has issued Treasury Regulations, Section 1.150-2
(the "Reimbursement Regulations") under the Internal Revenue Code of 1986, as amended (the
"Code"), providing that proceeds of tax-exempt bonds used to reimburse prior capital
expenditures will not be deemed spent unless certain requirements are met.
1.05. The City expects to incur certain expenditures in connection with the Project that
may be financed temporarily from sources other than tax-exempt bonds, and later reimbursed
from the proceeds of tax-exempt bonds.
1.06. The City has determined to make a declaration of its official intent (the
"Declaration") to reimburse certain capital costs of the Project from the proceeds derived from
the sale of tax-exempt bonds issued by the City or another political subdivision in accordance
with the Reimbursement Regulations,
Section 2. Declaration of Reimbursement Intent.
2.01. The City reasonably expects to reimburse the expenditures made for certain costs
of the Project from the proceeds of tax-exempt bonds in a principal amount currently estimated
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• not to exceed $50,000,000. All reimbursed expenditures related to the Project will be capital
expenditures, costs of issuance of the tax-exempt bonds or other expenditures eligible for
reimbursement under Section 1.150-2(d)(3) of the Reimbursement Regulations.
2.02. This Declaration has been made not later than 60 days after payment of any
original expenditure to be subject to a reimbursement allocation with respect to the proceeds of
tax-exempt bonds, except for the following expenditures: (a) costs of issuance of tax-exempt
bonds; (b) costs in an amount not in excess of the lesser of$100,000 or 5%of the proceeds of the
tax-exempt bonds; or(c) "preliminary expenditures" up to an amount not in excess of 20%of the
aggregate issue price of the tax-exempt bonds that are reasonably expected by the City to finance
the Project. The term "preliminary expenditures" includes architectural, engineering, surveying,
soil testing, bond issuance and similar costs that are incurred prior to commencement of
acquisition, construction, or rehabilitation of the Project, excluding land acquisition, site
preparation, and similar costs incident to commencement of construction.
2.03. A reimbursement allocation with respect to tax-exempt bonds will be made not
later than 18 months after the later of (i) the date the original expenditure is paid; or(ii) the date
the Project is placed in service or abandoned, but in no event more than 3 years after the original
expenditure.
2.04. This Declaration is an expression of the reasonable expectations of the City based
on the facts and circumstances known to the City as of the date hereof. The anticipated original
expenditures for the Project and the principal amount of the tax-exempt bonds described in
. Section 2.01 are consistent with the City's budgetary and financial circumstances. No sources
other than proceeds of tax-exempt bonds are reasonably expected to be reserved, allocated on a
long-term basis, or otherwise set aside pursuant to the City's budget or financial policies to pay
such expenditures for which bonds are issued.
2.05. The action is intended to constitute a declaration of official intent for purposes of
the Reimbursement Regulations.
Section 3. Approval of Pledge Agreement.
3.01. The Pledge Agreement as presented to the Council is hereby in all respects
approved, in substantially the form submitted, together with any related documents necessary in
connection therewith, and the Mayor and the City Clerk are hereby authorized and directed to
execute the Pledge Agreement on behalf of the City and to carry out, on behalf of the City, the
City's obligations thereunder.
3.02. The approval hereby given to the Pledge Agreement 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
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• 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 Council
as, in the opinion of the City Attorney, may act in their behalf.
PASSED AND ADOPTED BY THE COMMON COUNCIL OF THE CITY OF
ROCHESTER, MINNESOTA, THIS 3rd DAY OF NOVEMBER 2014.
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PRESIDENT C SAID COMMON COUNCIL
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ATTEST:
CITY CLERK
APPROVED THIS 4th DAY OF —NOVEMBER_N—_.._.—. .,2014,
• MAYOR OF SAID CITY
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• Councilmember Snyder moved the adoption of the foregoing resolution, which motion was duly
seconded by Councilmember Bilderback, and upon vote being taken thereon, the following
Councilmembers voted in favor thereof: Staver, Snyder, Hruska, Bilderback, Wojcik, Hickey,
and Means.
and the following Councilmembers voted against the same:
whereupon said resolution was declared duly passed on adopted.
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CITY CLERK'S CERTIFICATE
1, the undersigned, being the duly qualified and acting City Clerk of the City of
Rochester, Minnesota, DO HEREBY CERTIFY that I have carefully compared the attached and
foregoing extract of minutes of a duly called and regularly held meeting of the Common Council
of said City held on November 3,201 4, with the original minutes thereof on file in my office and
I further certify that the same is a full, true, and correct transcript thereof insofar as said minutes
relate to the actions referenced therein with respect to approving a Securities Account Control
and Pledge Agreement and declaring its intent to reimburse with tax-exempt bonds certain
expenditures with respect to the renovation and expansion of the Mayo Civic Center.
WITNESS My hand this 51h day of November, 2014.
City Clerk
Rochester, Minnesota
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