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Approving the host issuance by the City of Maplewood of its Charter School Lease Revenue Notes, Series 2023 (under Minnesota Statutes, Sections 469.152 through 469.1655), approving a Bond Compliance and Fee Agreement, and authorizing the execution of documents relating thereto, all for the Achieve Language Academy Project at 2169 Stillwater Avenue West (District 5, Ward 6).
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RECITALS
(a) The purpose of Minnesota Statutes, Sections 469.152 through 469.1655, as amended (the “Act”), is, among other things, to promote the welfare of the State of Minnesota (the “State”) by the active attraction and encouragement and development of economically sound industry and commerce to prevent so far as possible the emergence of blighted and marginal lands and areas of chronic unemployment.
(b) Minnesota Statutes, Section 471.656, as amended, authorizes a municipality to issue obligations to finance the acquisition or improvement of property located outside of the corporate boundaries of such municipality if the governing body of the city in which the property is located consents by resolution to the issuance of such obligations.
(c) Achieve Language Academy Building Company (the “Borrower”), a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), has proposed that the City of Maplewood, Minnesota (the “Issuer”) issue its Charter School Lease Revenue Notes (Achieve Language Academy Project), Series 2023, in one or more series, under the Act, in a principal amount not to exceed $9,254,315 (the “Notes”), and loan the proceeds thereof to the Borrower to (i) refund the Tax-Exempt Revenue Note (Achieve Language Academy Project), Series 2013-5 (the “Series 2013-5 Note”), previously issued by the Port Authority of the City of Saint Paul, Minnesota (the “Port Authority”) in the original principal amount of $4,462,500, to finance the acquisition, construction and equipping of the building and related facilities for use as a public charter school (the “School Facility”) located at 2169 Stillwater Avenue in the City of Saint Paul, Minnesota (the “City”); (ii) finance the renovation of and an approximately 12,000 square-foot addition to the School Facility; (iii) fund a debt service reserve fund, if necessary; (iv) pay a portion of the interest on the Notes, if necessary; and (v) pay the costs of issuing the Notes, if necessary (the “Project”). The School Facility is currently and will continue to be owned by the Borrower and leased to and operated as a charter school facility by Achieve Language Academy, a Minnesota nonprofit corporation (the “School”).
(d) The City has been advised that the Notes or other obligations, as and when issued, will not constitute a charge, lien or encumbrance upon any property of the City or the Issuer, except upon the Project and the revenues to be derived from the Project. The Notes or other obligations are special, limited obligations of the Issuer. The Notes or obligations will not be a charge against the general credit or taxing powers of the City or the Issuer, but are payable from sums to be paid by the Borrower pursuant to a revenue agreement.
(e) The Borrower has agreed to pay any and all costs incurred by the City in connection with the issuance of the Notes, whether or not such issuance is carried out to completion.
(f) The Borrower has represented to the City that no public official of the City has either a direct or indirect financial interest in the Project nor will any public official either directly or indirectly benefit financially from the Project.
(g) As required by the Act and Section 147(f) of the Code, a Notice of Public Hearing was published in the City’s official newspaper and a newspaper of general circulation for a public hearing on the proposed issuance of the Notes and the proposal to undertake and finance the Project.
(h) As required by the Act and Section 147(f) of the Code the City Council has on this same date held a public hearing on the issuance of the Notes and the proposal to undertake and finance the Project, which is located within the jurisdictional limits of the City, at which time all those appearing who desired to speak were heard and written comments were accepted.
(i) In accordance with Section 469.155, Subd. 12 of the Act, the Borrower has requested that the Board of Commissioners of the Port Authority (the “Port Board”) consider a resolution at the Port Board’s regularly scheduled meeting on November 28, 2023 consenting to the refunding of the Series 2013-5 Note with the proceeds of the Notes to be issued by the Issuer.
(j) There has been presented to this Council the form of a Bond Compliance and Fee Agreement anticipated to be executed upon issuance of the Notes between the City and the Borrower (the “Bond Compliance and Fee Agreement”); and.
NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Saint Paul, Minnesota (the “Council”), as follows:
1. The City Council hereby gives the host approval required under Section 147(f) of the Code and, pursuant to Minnesota Statutes §471.656, Subd. 2(2), the City Council hereby consents to the issuance of the Notes by the Issuer.
2. The Bond Compliance and Fee Agreement is hereby approved in substantially the form on file with the Director, Department of Planning and Economic Development.
3. The Council hereby authorizes and directs the City’s Mayor or Deputy Mayor; Director, Department of Planning and Economic Development; and Director, Office of Financial Services (the “Authorized Officials”) to execute and deliver the Bond Compliance and Fee Agreement and any other necessary documents, agreements and instruments approved by the City Attorney’s Office in connection with the issuance of the Bonds (collectively, the “Financing Documents”). The approval hereby given to the Financing 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 Authorized Officers, any of the documents authorized by this Resolution to be executed may be executed without further act or authorization of the Board by any duly designated acting official, or by such other officer or officers of the Board as, in the opinion of legal counsel to the City, may act in their behalf.
4. The Borrower has agreed and it is hereby determined that any and all costs incurred by the City in connection with the financing of the Project will be paid by the Borrower, whether or not the Project is carried to completion and whether or not Maplewood issues the Notes.
5. City staff is hereby authorized and directed to prepare and furnish to bond counsel and the original purchaser of the Notes certified copies of all proceedings and records of the City relating to the approval of the issuance of the Notes, including a certification of this resolution.