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Approving the adoption of a Fourth Amendment to the Tax Increment Financing Plan for the Downtown and Seventh Place (For the Minnesota Event District) Tax Increment Financing District and authorizing the execution of related amendments to documents (including an amended and restated tax increment agreement).
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WHEREAS, the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota (the “HRA”) has heretofore established the Seventh Place Redevelopment Project Area (the “Project Area”) and has adopted a redevelopment plan therefor (the “Redevelopment Plan”) pursuant to Minnesota Statutes, Sections 469.001 to 469.047, inclusive, as amended (the “HRA Act”);
WHEREAS, the Redevelopment Plan contains an identification of need and statement of objectives and program of the HRA for carrying out a redevelopment project, including property to be acquired, public improvements to be provided, development and redevelopment to occur, and sources of revenue to pay redevelopment costs within the Project Area;
WHEREAS, the HRA has asked the City Council of the City of Saint Paul (the “Council”) to approve a Fourth Amendment to the Tax Increment Financing Plan (the “4th Amendment to TIF Plan”) for the Downtown and Seventh Place (For the Minnesota Event District) Tax Increment Financing District (the “TIF District”), which is located within the Project Area and was heretofore created as a redevelopment tax increment financing district under the HRA Act, Minnesota Statutes, Sections 469.174 through 469.1794, as amended (the “TIF Act”), and Laws of Minnesota 2008, Chapter 366, Article 5, Section 36, Subdivision 3, and as amended by Laws of Minnesota 2014, Chapter 150, Article 5, Section 5 (collectively, the “Prior Special Laws”), and as further amended by Laws of Minnesota 2023, Chapter 64, Article 8, Sections 4 and 5 (the “2023 Special Law” and, together with the Prior Special Laws, the “Special Law”);
WHEREAS, the Tax Increment Financing Plan for the TIF District was originally adopted by the HRA on July 23, 2008 (the “Original TIF Plan”) and has previously been amended by the HRA on September 10, 2014 to revise the authorized tax increment expenditures (the “1st Amendment to TIF Plan”) and on December 9, 2015 and August 9, 2023 to remove certain parcels from the TIF District (the “2nd and 3rd Amendments to TIF Plan” and, together with the Original TIF Plan, the 1st Amendment to TIF Plan and the 4th Amendment to TIF Plan, the “Amended TIF Plan”) and now the HRA has investigated the facts and has caused the 4th Amendment to TIF Plan to be prepared to extend the duration of the TIF District and to revise the authorized tax increment expenditures pursuant to the 2023 Special Law;
WHEREAS, the HRA or the Council has performed all actions required by law to be performed prior to the approval of the 4th Amendment to TIF Plan including, but not limited to, notification of the Ramsey County Commissioner representing the area of Ramsey County (the “County”) in which the TIF District is located and delivering a copy of the 4th Amendment to TIF Plan to the County and Independent School District Number 625, both of which have taxing jurisdiction over the properties included in the TIF District. The HRA has requested that the Council approve the 4th Amendment to TIF Plan following the holding of a public hearing upon published notice as required by law;
WHEREAS, on this date, the Council conducted a public hearing on the 4th Amendment to TIF Plan, after duly published notice thereof;
WHEREAS, at said public hearing all interested parties were provided a reasonable opportunity to express their views on the 4th Amendment to TIF Plan; and
WHEREAS, the Council has considered the findings and determinations of the HRA respecting the 4th Amendment to TIF Plan and considered the documentation submitted in support of the same and has taken into account the information and knowledge gained in hearings upon and during consideration of other matters relating to the development proposed within the Project Area; and
WHEREAS, the Prior Special Laws required that the City, the HRA and the County enter into a Tax Increment Agreement (the “Tax Increment Agreement”), pursuant to which the parties agreed that the County would be paid annually out of increments from the TIF District amounts equal to the tax that would have been payable to the County had the TIF District not been created, and now, because the duration of the TIF District is being extended pursuant to the 2023 Special Law and the 4th Amendment to TIF Plan, the City, the HRA and the County desire to amend and restate the Tax Increment Agreement as detailed in an Amended and Restated Tax Increment Agreement by and among the City, the HRA and the County, a form of which is presented to Council (the “Amended Tax Increment Agreement”); and
WHEREAS, the City Council and Independent School District No. 625 have approved the 2023 Special Law in accordance with Minnesota Statutes, §469.1782 and §645.021 and Ramsey County will consider local approval in accordance with Minnesota Statutes, §469.1782 and §645.021 after the date hereof.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Saint Paul, Minnesota (the “City”) as follows:
Section 1. Findings for the Approval of 4th Amendment to TIF Plan.
1.01 The Council hereby finds that the 4th Amendment to TIF Plan is intended and, in the judgment of the Council, its effect will be, to carry out the objectives of the Redevelopment Plan and to create an impetus for development and redevelopment activities in the Project Area, including, but not limited to, developing or redeveloping sites, lands or areas within the Project Area, providing necessary public improvements in the Project Area, and otherwise promoting certain public purposes and accomplishing certain objectives as specified in the Redevelopment Plan, the Amended TIF Plan, and the Special Law.
1.02 The Council hereby ratifies and confirms the findings made in connection with the establishment of the TIF District, including without limitation that the TIF District qualifies as a redevelopment district that meets the criteria of the Special Law.
1.03 The Council hereby makes the following additional findings, the specific facts that form the basis for which are in the Amended TIF Plan, and the resolutions previously adopted with respect to the TIF District are hereby incorporated by reference into and made a part of this resolution as supplemented herein:
(a) The Council finds that certification of the TIF District was requested by July 31, 2008.
(b) The Council finds that the TIF District will terminate on December 31, 2033.
(c) The Council finds that the City and the HRA have previously entered into a Tax Increment Agreement with the County, pursuant to which the parties agreed that the County would be paid annually out of increments from the TIF District amounts equal to the tax that would have been payable to the County had the TIF District not been created, and the City now considers the approval of the Amended Tax Increment Agreement.
(d) The Council finds that pursuant to the Special Law, the provisions of Section 469.174, subdivision 10, and Section 469.176, subdivisions 5 and 4d, of the TIF Act do not apply to the TIF District.
(e) The Council finds that pursuant to the Special Law, the original tax capacity of the TIF District is $1,801,052, as adjusted in accordance with the TIF Act.
Section 2. Approval of the 4th Amendment to TIF Plan.
2.01. Contingent upon the approval of the 2023 Special Law by the County Board in accordance with Minnesota Statutes, §469.1782 and §645.021, the 4th Amendment to TIF Plan is hereby approved.
2.02. The Council hereby ratifies and confirms all elections made in connection with the establishment of the TIF District, including without limitation elections regarding the amount of captured tax capacity to be retained and the applicable fiscal disparities computation.
2.03. Upon approval of the 2023 Special Law by the County Board, the Council hereby authorizes the staff of the HRA and City and the HRA’s and City’s advisors and legal counsel to proceed with the implementation of this resolution and the 4th Amendment to TIF Plan and to negotiate, draft, and prepare all further plans, resolutions, documents and contracts necessary for this purpose.
Section 3. Approval and Execution of Documents.
3.01. Approval of Amendment Documents. The Council hereby approves the Amended Tax Increment Agreement, in substantially the form on file with the Director, Department of Planning and Economic Development, together with any related documents necessary in connection therewith, including, without limitation, all documents, exhibits, certifications or consents referenced therein or attached thereto (collectively, the “Amendment Documents”).
3.02. Execution of Documents. The Mayor, or designee, and the Director, Office of Financial Services of the City, and the Director, Department of Planning and Economic Development (the “Authorized Officers”) are hereby authorized in their discretion and at such time, if any, as they may deem appropriate, to execute, on behalf of the City, the Amendment Documents and to carry out, on behalf of the City, directly or through one or more appointed designees, the City’s obligations thereunder when all conditions precedent thereto have been satisfied. 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 the Saint Paul City Attorney, the appropriate City staff person(s) or by the Authorized Officers authorized herein to execute or accept, as the case may be, said documents prior to their execution; and said Authorized Officers or staff members are hereby authorized to approve said changes on behalf of the City. The execution of any instrument by the Authorized Officers shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This Resolution shall not constitute an offer and the Amendment Documents shall not be effective until the date of execution thereof as provided herein. In the event of absence or disability of any of the Authorized Officers, any of the Amendment Documents authorized by this Resolution to be executed may be executed without further act or authorization of the Council by any member of the Council or any duly designated acting official, or by such other officer or officers of the Council as, in the opinion of the Saint Paul City Attorney, may act in their behalf. The electronic signature of a party to the Amendment Documents, including all acknowledgements, authorizations, directions, waivers and consents thereto (or any amendment or supplement thereto) shall be as valid as an original signature of such party and shall be effective to bind such party to the Amendment Documents. Any electronically signed Amendment Documents shall be deemed (i) to be “written” or “in writing,” (ii) to have been signed, and (iii) to constitute a record established and maintained in the ordinary course of business and an original written record when printed from electronic files. For purposes hereof, “electronic signature” means a manually-signed original signature that is then transmitted by electronic means; “transmitted by electronic means” means sent in the form of a facsimile or sent via the Internet as a pdf (portable document format) or other replicating image attached to an e-mail message; and, “electronically signed document” means a document transmitted by electronic means and containing, or to which there is affixed, an electronic signature.
3.03. Future Amendments. The authority to approve, execute and deliver future amendments to the Amendment Documents entered into by the City and consents required under the Amendment Documents or applicable law is hereby delegated to the Authorized Officers of the City, subject to the following conditions: (a) such amendments or consents do not materially adversely affect the interests of the City; (b) such amendments or consents do not contravene or violate any policy of the City, and (c) such amendments or consents are acceptable in form and substance to the Saint Paul City Attorney or the counsel retained by the City to review such amendments. The authorization hereby given shall be further construed as authorization for the execution and delivery of such certificates and related items as may be required to demonstrate compliance with the agreements being amended and the terms of this Resolution. The execution of any instrument by the Authorized Officers of the City shall be conclusive evidence of the approval of such instruments in accordance with the terms hereof. In the event of absence or disability of the Authorized 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 member of the Council or any duly designated acting official, or by such other officer or officers of the City as, in the opinion of the Saint Paul City Attorney, may act in their behalf.
Section 4. Approval and Adoption of Policy on Interfund Loans and Advances. The City hereby approves a policy on interfund loans or advances (“Loans”) for the TIF District, as follows:
4.01. The authorized tax increment eligible costs (including without limitation capital improvements within the City's RiverCentre complex, including but not limited to the St. Paul RiverCentre, Xcel Energy Center, Roy Wilkins Auditorium, and St. Paul RiverCentre Parking Ramp and adjacent areas controlled by the City in an amount up to $39,091,296) payable from the TIF District, as its TIF Plan is originally adopted or may be amended, may need to be financed on a short-term and/or long-term basis via one or more Loans, as may be determined by the Director, Office of Financial Services of the City (the “OFS Director”) from time to time.
4.02. The Loans may be advanced if and as needed from available monies in any fund or account of the City designated by the OFS Director. Loans may be structured as draw-down or “line of credit” obligations of the lending fund(s).
4.03. Neither the maximum principal amount of any one Loan nor the aggregate principal amount of all Loans may exceed $108,771,972 outstanding at any time.
4.04. Any Loan shall mature not later than March 1, 2034 or such earlier date as the OFS Director may specify in writing. All Loans may be pre-paid, in whole or in part, whether from tax increment revenue, TIF bond proceeds or other eligible sources.
4.05. The outstanding and unpaid principal amount of each Loan shall bear interest at the rate prescribed by the statute (Minnesota Statutes, Section 469.178, Subdivision 7), which is the greater of the rates specified under Sections 270C.40 or 549.09 at the time a Loan, or any part of it, is first made, subject to the right of the OFS Director to specify a lower rate.
4.06. Such Loans within the above guidelines are pre-approved. The Loans need not take any particular form and may be undocumented, except that the OFS Director shall maintain all necessary or applicable data on the Loans.