Title
Resolution Consenting to the Issuance by the City of Landfall Village, Minnesota of a Commercial Development Revenue Note on Behalf of Goodwill Industries, Inc.
Body
WHEREAS, Goodwill Industries, Inc., a Minnesota nonprofit corporation (the "Borrower"), desires to finance the acquisition, construction and equipping of an approximately 33,226 square foot Goodwill retail store which will also provide job training and program development to certain store employees to be located at 1221 University Avenue West, Saint Paul, Minnesota (the "Project"); and
WHEREAS, Bremer Bank, National Association ("Bank") has agreed to finance the Project through purchase of a tax exempt revenue note in the approximate aggregate principal amount of $6,575,000 (the "Note") issued pursuant to Minnesota Statutes, Sections 469.152 through 469.1655, as amended; and
WHEREAS, the commitment of the Bank to buy the Note is conditioned upon it being designated by the issuer as a "qualified tax-exempt obligation" ("bank qualified") under Section 265(b) of the Internal Revenue Code of 1986, as amended (the "Code"); and
WHEREAS, the Housing and Redevelopment Authority of the City of Saint Paul (the "HRA") is not able to issue bank qualified obligations for this project because it expects to issue more than $10,000,000 in obligations for use by other nonprofit organizations or for its own corporate use in calendar year 2015 and the Port Authority of the City of Saint Paul has declined to issue bank qualified obligations for this project in order to preserve its ability to issue for other projects; and
WHEREAS, the City of Landfall Village ("Landfall"), a community of approximately 686 residents living in approximately 300 low-income, manufactured housing units is less than 7 miles from the City of Saint Paul, Minnesota (the "City") and many of Landfall's residents use social services and shop at businesses in the City, including the Goodwill Project; and
WHEREAS, Landfall is willing to issue the Note to finance the Project and to designate the Note as bank qualified; and
WHEREAS, Section 147(f) of the Code requires that an applicable elected representative of each governmental unit in which facilities to be financed by the Note are located must approve the issuance of the Note following a public hearing; and
WHEREAS, the members of the HRA are all elected members of the City Council of the City; and
WHEREAS, following the publication of a notice (the "Public Notice") of a public hearing in the Legal Ledger, the official newspaper of the City, on February 9, and in the Pioneer Press, a newspaper of general circulation in the City, on February 7, at least 14 days before the date hereof, the Board of Commissioners of the HRA (the "Board") conducted a public hearing at which a reasonable opportunity was provided for interested individuals to express their views on the proposal to undertake the Project and the proposed issuance of the Note; and
WHEREAS, the Note is payable solely from revenues of the Borrower, will not be a general or moral obligation of the HRA, Landfall, or any other political subdivision of the State of Minnesota, but will be payable solely from revenues of the Borrower, to the extent and in the manner provided in the documents executed in connection with the issuance of the Note;
NOW, THEREFORE, BE IT RESOLVED by the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, as follows:
1. Upon payment of the HRA application fee, the HRA hereby consents to and approves the issuance of the Note by Landfall to finance the Project.
2. In no event shall the Note ever be payable from or charged upon any funds of the HRA or City; nor shall the HRA or the City be subject to any liability thereon; no owners of the Note shall ever have the right to compel the exercise of the taxing power of the HRA or the City to pay any of the Note or the interest thereon, nor to enforce payment thereof against any property of the HRA or the City; the Note shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the HRA or the City; and the Note does not constitute an indebtedness of the HRA or the City within the meaning of any constitutional or statutory limitation.
3. The HRA Executive Director, staff and legal counsel are authorized and directed to take all necessary action to implement this Resolution. The HRA Executive Director is authorized to execute and deliver any necessary documents, agreements and instruments approved by the City Attorney's Office.