HomeMy WebLinkAbout5.F.4. Policy for Private Activity Revenue Bond Financing-Res. No. 7031CITY OF SHAKOPEE
Memorandum
TO: Mayor and Council
Mark McNeill, City Administrator
FROM: Gregg Voxland, Finance Director
SUBJ: Private Activity Revenue Bond Financing -Resolution No. 7031
DATE: August 10, 2010
~F y,
CONSEtdT
Introduction
Council is requested to adopt a formal policy on the issuance of tax exempt revenue bonds for
private activity.
Backeround
There has not been much activity for tax exempt revenue bonds recently. There are currently
two issues outstanding for the hospital but there were several more in the past including
Perkins, Certainteed, Shakopee Shops, etc. Before the city issues any more, it is suggested to
adopt a policy defining the process, criteria and forms involved.
Shakopee has not a formal written policy on this subject. The attached policy was written by
Kennedy and Graven. Staff has reviewed the policy and it may need refining after there is
some experience in operating under the policy.
Goals
B. Positively manage the challenges and opportunities presented by growth, development and
change.
C. Maintain the City's strong financial health.
D. Maintain, improve and create strong partnerships with other public and private sector .
entities.
Action Requested
Offer Resolution No. 7031, A RESOLUTION ADOPTING A PRIVATE ACTIVITY REVENUE BOND
POLICY, and move its adoption.
RESOLUTION NO. 7031
A RESOLUTION ADOPTING A PRIVATE ACTIVITY
REVENUE BOND POLICY
WHEREAS, it is desirable to more clearly define the criteria and process for issuance of private
activity revenue bonds,
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SHAKOPEE,
MINNESOTA, that the attached Private Activity Revenue Bond Policy is hereby adopted.
Adopted in
session of the City Council of the City of Shakopee, Minnesota held
this seventeenth day of August, 2010.
ATTEST:
Mayor of the City of Shakopee
City Clerk
CITY OF SHAKOPEE, MINNESOTA
PROCEDURE
FOR
APPLICATION TO
CITY OF SHAKOPEE, MCNNESOTA
FOR
PRIVATE ACTIVITY REVENUE BOND FINANCING
Approved by the Shakopee City Council
Effective as of .2010
Finance Director
City of Shakopee
129 Holmes Street South
Shakopee, MN 55379
PROCEDURE FOR APPLICATION
TO THE CITY OF SHAKOPEE FOR
PRIVATE ACTIVITY REVENUE BOND FINANCING
Table of Contents
Page
Part I General ................................................................:..................................................................... 1
Part II Guidelines ................................................................................................:................................ 2
Part III Miscellaneous Matters .............................................................................................................. 5
Part IV Application for Tax-Exempt Financing
(Commercial, Industrial, Health Care or Other Non-Housing Projects) .................................. 7
Part V Application for Tax-Exempt Financing
(Multi-Family Housing) ......................................................................................................... 10
Part VI Addendum to Application ...................................................................................................... 13
Part VII Indemnification Letter of Agreement ..................................................................................... 14
PART I
GENERAL
Under the Minnesota Municipal Industrial Development Act, Minnesota Statutes, Sections 469.152 to
469.1651 (the "Industrial Development Act"), the City of Shakopee has authority to issue revenue bonds or
notes to attract or promote economically sound industry and commerce to the City.
Under Minnesota Statutes, Chapter 462C (the "Housing Act") the City is authorized to issue housing revenue
bonds to finance multi-family residential housing projects for low and moderate income persons and elderly
persons. Projects must be embodied in a Housing Program as that term is defined in the Housing Act.
The Council is aware that such financing for certain private activities may be of benefit to the City and will
consider requests for tax exempt financing subject to these Guidelines. The Council considers tax exempt
financing to be a privilege, not a right.
It is the judgment of the Council that tax exempt financing is to be used on a selective basis to encourage
certain development that offers a benefit to the City as a whole, including significant ernployrnent and
housing opportunities. It is the applicant's responsibility to demonstrate the benefit to the City, both in
writing and at the required public hearing. The applicant should understand that although approval may have
been granted by the City for the issuance of financing for a similar project or a similar debt structure, that is
not a basis upon which approval will be granted. Each application will be judged on the merits of the project
as it relates to the public purposes of the Housing Act or the Industrial Development Act and the benefit to
the City at the time the request for financing is being considered.
In no event will the City issue private activity bonds for the primary purpose of financing operation expenses
of any borrower; provided that bond proceeds may fund reasonable operating and replacement .reserves
where the primary use of proceeds is to finance capital expenditures.
PART II
GUIDELINES
1. The Council will consider tax exempt financing for commercial, industrial, health care, and any other
projects authorized to be financed under the Industrial Development Act (referred to as "non-housing
projects"), and housing projects under the Housing Act. An applicant for tax exempt financing for
non-housing projects pursuant to the Industrial Development Act must submit to the City the
application contained in Part N of these Guidelines. An applicant for tax exempt financing for
housing projects pursuant to the Housing Act must submit to the City the application contained in
Part V of these Guidelines.
2. Projects must be compatible with the overall development plans and objectives of the City and
comply with the zoning and land use regulations of the City.
3. An application will not be considered by the Council until tentative City Code findings and
requirements have been made with respect to zoning, concept building plans, platting, streets, and
utility services. The application must be accompanied by the addendum contained in Part VI of these
Guidelines and must provide information as to the project's need for municipal services including,
but not limited to, street improvements, water and sewer services, and police and fire protection.
4. The project must be a positive benefit to the City. The project must be of a nature that the City
wishes to attract, or an existing business which the City wishes to expand within the City,
considering employment opportunities, incentive for further development, impact on City services,
and support for the industrial, commercial or health care or educational facilities currently located in
the City. A housing project must provide significant housing opportunities for low and moderate
income persons or the elderly.
The City will, if requested, grant anapplicant apre-application review. The purpose of the pre-
application review is to inform applicants of the possibility of rejection or the possible bases for such
rejection. The fact that the project is not rejected at the pre-application stage is not to be construed as
approval of the project or as an indication that the project will be approved upon formal request to
the Council. Requests for tax exempt financing may be rejected by the City whether or not the
project was submitted to apre-application review and regardless of the outcome or recommendation
of that pre-application review.
A request for pre-application review must be in writing, addressed to the City Finance Director, and
set forth the name of the project, the type of project intended and the name, address and telephone
number of the person who will be representing the applicant at the pre-application review, together
with such additional information as the applicant desires to submit and payment of the fee contained
in the current fee schedule for apre-application review for tax exempt financing.
6. The applicant must select a qualified financial adviser or underwriter to assist the applicant in
preparing all necessary application documents and materials. The financial adviser will submit a
letter that establishes the. financial feasibility of the project. Applications may, in the alternative,
include a signed letter from a responsible financial institution indicating that the project is
economically feasible and viable and stating that bonds can be successfully sold for the project or
that an individual or institution intends to purchase all of the bonds.
The ~ applicant must receive approval from the appropriate state agencies, secure financing and
commence construction within one year of the date of the resolution giving preliminary approval to
the project or the housing program. Upon application, the Council may approve an extension of the
preliminary approval.
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The City will appoint bond counsel for the bond issue, which will normally be the City's regularly
retained bond counsel
7. Pursuant to the Industrial Development Act and the Housing Act, consideration of an application for
tax exempt financing must be done at a public hearing held by the Council. Modifications to the
project after the public hearing and preliminary approval must be consistent with the scope of the
project as proposed at the time of preliminary approval.
8. The City is to be reimbursed and held harmless for and from any out-of-pocket expenses related to
the tax exempt financing including, but not limited to, legal fees, fmancial analyst fees, bond counsel
fees, the City stafFs expenses in connection with the application, and any deposits or application fees
required under state law in order to secure allocation of bonding authority. The applicant must
execute a letter to the City undertaking to pay all such expenses. A form of the required letter is set
forth as Part VII of these Guidelines. Anon-refundable application fee in the amount specified in the
current fee schedule must be included with the submission of the application.
9. If the City determines that issuance of the bonds requested by the applicant is reasonably expected to
cause governmental bonds issued by the City in that calendar year to be ineligible for designation as
"qualified tax exempt obligations" under Section 265(b)(3) of the Internal Revenue Code of 1986, as
amended (also known as "bank qualified"), the applicant will be required to reimburse the City, at
the time of issuance of the City's bonds, for any interest rate differential between bank qualified and
.non-bank qualified bonds.
10. Applications for fmancing must be made on the forms attached to these Guidelines. In addition, the
applicant must furnish a description of the project, a plot plan, elevation of proposed buildings,
landscape, lighting, and site preparation, together with a brief description of applicant and the
proposed fmancing in such form as required at the time of application.
11. The Council may, in its sole discretion, impose conditions exceeding those required under the City
building code in respect to exterior building materials, landscaping, signage lighting, and such other
aspects as the Council may consider appropriate on a case-by-case basis.
12. The Council may, in its sole discretion, withdraw its preliminary approval of a project any time if in
its judgment the purposes of the Act will not be served by going forward with the project and its
financing.
PART III
MISCELLANEOUS MATTERS
Ratinss. The City will give its most favorable consideration to proposed tax exempt bond issues that
have the same rating as the City's obligations by Moody's Investment Service or Standard & Poor's
Corporation. Issues carrying lower ratings or non-rated issues may be sold only to institutional or
other investors on a private placement basis and must be in denominations of at least $100,000. The
Council may depart from this guideline when in its judgment the project is of a level of merit and
public purpose to justify the departure; and in case of such a departure the Council must state its
reasons therefor in the resolution awarding the sale of the bonds.
2. Refundinas. The Council will normally approve the refunding of atax-exempt issue but only upon a
showing by the applicant of (i) substantial debt service savings, (ii) the removal of bond covenants
significantly impairing the financial feasibility of the project, or (iii) both (i) and (ii). The non-
refundable application fee listed in the current fee schedule must be paid together with all City
expenses for the refunding
hl the case of refundings of bonds where no administrative fee has been paid, the administrative fees
listed in paragraph 9 of Part II must be paid. The application form is to be appropriately modified.
Subsequent Proceedings. Where changes to the underlying documents or credit facilities of
outstanding bond issues are to be made and require Council action (including changes that are a
"deemed reissuance" under Internal Revenue Service regulations), no administrative fee is charged
but anon-refundable fee as specified in the current fee schedule must be paid to the City to cover
administrative costs. No formal application form is required.
4. Issue by Another Political Subdivision. The City will consider requests for tax exempt fmancing of
projects in the City by other political subdivisions. [In these cases the non-refundable application fee
must be paid and all procedures through the approval of the preliminary resolution followed.] No
administrative fee is charged, except actual cost incurred by the City must be reimbursed. The City
reserves the right to reject such requests for any reason, including without limitation a determination
by the City that such issuance by another political subdivision would impair the City's ability to issue
governmental bonds as "bank qualified bonds" (as defined in Part II, paragraph 9) in that calendar
year.
5. Ci Contact. Initial contacts about tax-exempt financing are made by contacting:
Finance Director
City of Shakopee
129 Holmes St. South
Shakopee, MN 55379
6. Deadlines. The Council conducts all tax exempt fmancing matters at regularly scheduled Council
meetings held on the first and third Tuesday of each month. Documents for Council consideration
must be at the City office ten days before the Council meeting at -which the matter is to be
considered. In the case of a publicly offered bond, issue the documents, when submitted, may
specify a maximum price and maximum effective interest rate if prices and rates have not yet been
established.
7. Post-Issuance Com lp lance. The City will require that each borrower demonstrate to the City that the
borrower will comply with substantially the same procedures for post-issuance compliance that apply
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to City governmental bonds under the City's Post Issuance Debt Compliance Policy, approved
December 1, 2009, as amended from time to time. The City may require that borrowers retain a
trustee and/or an independent arbitrage consultant for the term of the bonds.
PART IV
APPLICATION FOR
TAX-EXEMPT FINANCING
(Commercial, Industrial, Health Care or Other Non-Housing Projects)
1. APPLICANT
a. Business Name:
b. Business Address:
c. Business Form (corporation, partnership, sole proprietorship, etc.):
d. Authorized Representative:
e. Principal contact person and telephone number:
2. PURPOSE OF REQUESTED FINANCING:,
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4.
a. New Facility (describe):
b. Expansion (describe):
c. Refunding (attach explanatory letter)
GIVE BRIEF DESCRIPTION OF NATURE OF BUSINESS, PRINCIPAL PRODUCTS, ETC.:
ESTIMATED PROJECT COSTS: (Not required for refunding)
Land
Building
Equipment
Architectural, .Engineering
Costs of Issuance
Capitalized Interest,
including discount
Other
5.
Total Financing Requested
AMOUNT OF FINANCING REQUESTED: $.
~% of project costs)
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6. TYPE OF FINANCING PROPOSED:
Bonds Tax Exempt Mortgage
Expected Term of Financing Years
Security:
Mortgage
Letter of Credit
Guaranty (third party)
Guaranty (personal)
Unsecured
Other (specify).
7. BUSINESS PROFILE: (Not required for refunding)
a. Is the business located in the City of Shakopee now?
b. Number of employees in City:
1) Before this project:
2) After this project:
c. Approximate annual sales:
d. Length of time in business:
.Length of time in business in City:
e. Do you have plants in other locations? If so, where?
8. NAMES OF:
a. Underwriter (name and contact-.person):
b. Corporate Counsel:
c. Underwriter's Counsel:
9. WHAT IS YOUR TARGET DATE FOR:
a. Construction start:
b. Construction completion:
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10. Attachments:
a. Project description:
b. Draft application to Department of Trade and Economic Development -together. with
necessary attachments
c. Initial application fee
d. Indemnification Letter of Agreement
I certify that the information provided above contains no misrepresentations, omissions or .concealments of
material facts and that the information given is true and complete to the best of my knowledge. I have been
furnished a copy of the Procedure for Application to the City of Shakopee for Private Activity Revenue Bond
Financing and is aware of its content and agree to be bound by its terms and the terms of the indemnification
letter.
Signature
Date
Title
PART V
APPLICATION FOR TAX-EXEMPT FINANCING
(Multi-Family Housing)
DATE OF APPLICATION:
APPLICANT:
CONTACT PERSON:
TITLE:
ADDRESS:
TELEPHONE
PROJECT NAME:
PROJECT LOCATION:
PROJECT INFORMATION
Efficiency
One Bedroom
Two Bedroom
Three Bedroom
Parking (included in rent/
not included in rent)
Laundry
Utilities included in monthly rent:
OPERATING EXPENSES
RENT UNITS
Q
$_
Q
a~
9
of Gross (Annual)
TOTAL PROJECT COST: $_
DEBT SERVICE: $
LAND VALUE: $
DEVELOPER EQUITY: $
*HARD COSTS: $
SOFT COSTS: $
*(Hard Costs are all project costs the IRS has determined to be eligible items for depreciation.)
ANTICIPATED INTEREST RATES: AMORTIZATION SCHEDULE:
-Year Amortization Schedule
If the project were conventionally financed, what interest
rate would you expect to pay?
SALES ASSUMPTION:
How many years do you plan to
hold the property before you
DEPRECIATION METHOD:
Years:
sell? Type:
years. Amount of Total Basis: $
EQUIPMENT:
$ of project cost is for equipment (e.g., washers/dryers)
ANTICIl'ATED INCREASES: ANTICII'ATED VACANCY RATE:
Revenue: % per year
Expenses: % per year
CONSTRUCTION SCHEDULE
First Year:
After First Year:
Anticipated construction commencement date:
Anticipated construction completion date: _
ADDITIONAL INFORMATION:
I certify that the information provided above contains no misrepresentations, omissions or concealments of
material facts and that the information given is true and complete to the best of my knowledge. I have been
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furnished a copy of the Procedure for Application to the City of Shakopee for Private Activity Revenue Bond
Financing and is aware of its content and agree to be bound by its terms and the terms of the indemnification
letter.
Signature
Title
Date
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PART VI
ADDENDUM TO APPLICATIONS
The following items must be attached to each application:
APPENDIX A
A brief description of the organizational structure of Applicant, including parent subsidiary and affiliate
organizations (if applicant is other than an individual).
APPENDIX B
Statement of Applicant's business history, including any multi-family rental projects.
APPENDIX C
The name, address, and telephone number of:
1. The Applicant's accountant
2. The architect of the proposed Project
3. The engineer of the proposed Project
4. The general contractor of the proposed Project
APPENDIX D
1. Present ownership of the proposed Project site and Applicant's interest therein.
2. Present zoning of the Project site and a description of what city land use approvals are needed for this
project.
3. The projected number of new employees to be added to the Applicant's permanent work force because
of the Project (for Commercial, Industrial or Health Care only).
4. Other financing attempted or available to the Project including any interim financing.
5. Statement regarding whether or not this project has all required city approvals. If the project does not
have all of the required approvals, list the approvals still needed and a tentative time schedule.
APPENDIX E
Indemnification Letter of Agreement.
APPENDIX F
Proforma Analysis of the Project
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PART VII
INDEMNIFICATION LETTER OF AGREEMENT
The Mayor of the City of Shakopee
and Members of the City Council
City of Shakopee
129 Holmes St. South
Shakopee, MN 55379
RE: Application of
Shakopee
for Tax Exempt Revenue Bond Financing by the City of
Dear Mayor and Members of the City Council:
This letter of agreement is given by , a under the laws of
Minnesota ("Applicant") as required by the City of Shakopee, Minnesota in connection with its consideration
of an application for tax exempt revenue bond fmancing for the project described in the application.
Applicant agrees as follows:
1. Applicant agrees to pay or reimburse the City for any and all costs and expenses which the City may
incur in connection with its consideration of the project and the granting of tax exempt revenue bond
fmancing therefore, whether or not the project is preliminarily approved by the City, whether or not
the project is approved by the State of Minnesota, whether or not revenue bond fmancing is fmally
approved by the City; whether or not the bonds are issued and sold, and whether or not the project is
carried to completion.
2. Applicant agrees to indemnify and hold the City, its officers, employees and agents harmless against
any and all losses, claims, damages, expenses or liabilities, including attorneys fees incurred in their
defense, to which the City, its officers, employees and agents may become subject in connection with
the City's consideration, issuance or sale of the bonds for Applicant's project and the carrying out of
the transactions contemplated by this agreement and any resolutions adopted, or agreements executed
by the City in connection with the issuance of its bonds for this project.
Applicant hereby releases the City, its officers, agents and employees from any claims, causes of
action, losses, damages, or liabilities which it may have against the City, its officers, agents, and
employees or which it may incur in connection with: the City's consideration of the application for
industrial development revenue bond financing for Applicant's project; the failure of the City, in its
discretion, to issue tax-exempt revenue bonds for Applicant's project; the issuance and sale of the
bonds; the construction of the project; or any other matter or thing of any type or nature whatsoever
which may arise in connection with the foregoing.
4. Applicant is aware of the City's application and administrative fee structure for tax exempt fmancing
and agrees and covenants that all such fees will be paid in the amount and at the times required.
Dated: [APPLICANT NAME]
By
Its
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