A-2. Centennial Hills Apartments GO DebtM11
1VT MEMORANDUM
CITY OF TO: Mayor &City Council
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Greg reg Stica, Finance Director
CHANHASSEN FROM 1
7700 Market Boulevard DATE: July 14, 2014 60/
PO Box 147
Chanhassen, MN 55317 SUBJ: Discussion of Request for General Obligation Pledge Support for
Refinancing and New Issuance of Funds for Improvements to
Administration Centennial Hills Apartments
Phone: 952.227.1100
Fax: 952.227.1110 BACKGROUND
Building Inspections
In May of 2014, the Carver County CDA approached city staff about
Phone: 952.227.1180
refinancing and issuance of new funds for improvements to Centennial Hills
Fax: 952.227.1190
Apartments. The refinancing portion of the project is approximately $2.96M
Engineering
and the new funds for improvements would consist of $1.55M.
Phone: 952.227.1160
meaning that if the facility or the Carver County CDA failed to make payment,
Fax: 952.227.1170
The new funding would include improvements for the plaza and the buildings
Phone: 952.227.1400
themselves. Attached find a memo from the Carver County CDA's financial
Finance
advisor which details history of the initial project, the improvements to be made,
Phone: 952.227.11
the amounts and structure of the proposed bonds and review of the financial
Fax: 952.227.1110 0
operations of the facility since 2010.
Park & Recreation
Staff recommends that the City Council proceed with Carver County CDA's
Phone: 952.227.1120
This bonding request of the Carver County CDA does not involve the City of
Fax: 952.227.1110
Chanhassen making any bond payments for the refunding/improvements.
However, the City's bonding authority is being pledged for this issuance,
Recreation Center
meaning that if the facility or the Carver County CDA failed to make payment,
2310 Coulter Boulevard
the city would be responsible for repayment of the bonds.
Phone: 952.227.1400
ATTACHMENT
Fax: 952.227.1404
www.ci.chanhassen.mn.us
Representatives from the Carver County CDA and its financial advisory firm
Planning &
will be present at the work session to answer any questions about the project and
Natural Resources
the bonding for the project.
Phone: 952.227.1130
Fax: 952.227.1110
RECOMMENDATION
Public Works
7901 Park Place
Staff recommends that the City Council proceed with Carver County CDA's
Phone: 952.227.1300
request for refinancing and issuance of new funds for improvements to
Fax: 952.227.1310
Centennial Hills Apartments. This would include holding a public hearing and
adopting a resolution pledging the general obligation of the city at the July 281h
Senior Center
City Council meeting.
Phone: 952.227.1125
Fax: 952.227.1110
ATTACHMENT
Web Site
www.ci.chanhassen.mn.us
1. Background memo from Carver County CDA's Financial Advisor
Springsted, Inc. dated July 3, 2014
2. Resolution
Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow
amm=lw
MEMORANDUM
TO: City of Chanhassen, Minnesota
Mr. Todd Gerhardt, City Manager
Mr. Greg Sticha, Finance Director
ON BEHALF OF: Carver County Community Development Agency
By Kathleen Aho, Springsted Incorporated
DATE: July 3, 2014
Springsted Incorporated
380 Jackson Street, Suite 300
Saint Paul, MN 55101 -2887
Tel: 651 - 223 -3000
Fax: 651 - 223 -3002
www.springsted.com
SUBJECT: Request for general obligation pledge support
Carver County Community Development Agency
Housing Development Refunding Bonds, Series 2014 and the Taxable Housing Development
and Refunding Bonds, Series 2014T, together the "2014 Bonds"
The Carver County Community Development Agency (the "Agency ") is requesting the City's action in support of the
Centennial Hill Apartments by continuing to provide its general obligation backing to bonds proposed to be issued on
behalf of the project. The 2014 Bonds will refund outstanding bonds supporting the project and also provide money
for proposed improvements to the project.
Background
In 1995, City and the Agency entered into a Joint Powers Agreement to enable the construction of the Centennial Hill
Apartments which provide 65 units of housing for seniors in the City of Chanhassen. At that time, the City provided
its general obligation backing to $3,000,000 of bonds, $372,310 in cash to fund a debt service reserve, an annual
pledge of $32,000 in support of debt service, and pledged its portion of the PILOT payment made by the project. In
addition, the Agency issued $705,000 in revenue bonds to support the project. The Agency made a similar pledge of
$31,000 per year to support debt service.
In 2004, the original bonds and reserve were refunded with $4,645,000 of bonds backed by the City's general
obligation pledge. The issue accomplished a present value savings of $526,973 that enabled the Agency to (i) return
to the City the cash the City had provided for the debt service reserve, (ii) relieve the City of its annual contribution in
support of the project and (iii) relieve the City of its contribution of PILOT. The Agency annual contribution remained
in place.
Public Sector Advisors
City of Chanhassen
Carver County CDA 2014 Bond Request
Page 2
As it approaches its twentieth anniversary year, the project is in need of a variety of improvements. Market
conditions are also such that the 2004 bonds can be refunded to accomplish savings. The Agency is requesting the
City's continued support of the project by providing its general obligation backing in support of bonds to fund
$1,550,000 in building improvements and to refund the $2,960,000 of outstanding 2004 bonds.
The Building Improvements
Kass Wilson Architects have been retained on the project and indicate that the primary purpose of the project is to
repair the existing waterproof plaza which has had leaking issues for many years. The proposed project includes a
complete reconstruction of the plaza waterproofing system. The plaza will then be refinished with a new heated
walkway and concrete topping.
The project also includes site improvements to collect water from the plaza and shed it away from the building, which
is critical to successfully deal with the direct plaza water issues and to stabilize a retaining wall that has been affected
by the accumulation of water.
A final element of the proposed project includes improvements to the building designed to reduce ongoing
maintenance costs and to update certain elements, including (i) new windows, (ii) the replacement of the existing
vinyl siding new cement fiberboard, (iii) refinishing and furnishing the existing decks, (iv) adding new aluminum
railings, (iv) refinishing and restriping the asphalt parking lot, (v) adding new landscaping to disturbed areas, and
(vi) improving the interior with new lighting in the main lobby and new trim on all of the windows.
The Agency has a firm price for the project from a contractor and will contract for the project cost simultaneously with
the issuance of the 2014 Bonds.
The Bond Structure
The 2004 bonds have a final maturity date of January 1, 2025. The proposed combined financing has been
structured as a twenty -year bond to allow for the retirement of the new money portion. Because of federal rules
related to bonds that are bank qualified, the Agency is limited in the amount of tax - exempt debt that can be issued.
The legal limitation is that neither the average life of the bonds nor the amount of the tax - exempt portion can exceed
the respective values for the bonds being refunded. Working within these constraints, a combined level debt service
has been designed consisting of tax - exempt bonds up to the maximum possible and taxable bonds for the balance of
the financing. Under current market conditions, the combined annual debt service will be less each year than the
current debt service payments.
The bonds will be payable primarily from revenues generated by the Project and an annual contribution from the
Authority from its special benefits tax. The Agency is required to provide advance notice to the City of any projected
shortfall; however, it should be noted that the project has been self - supporting since its inception and is anticipated to
remain so. While the Agency expects that the revenues of the Project will meet the debt service requirements, the
City's general obligation pledge will lower interest and related costs, and increase the marketability of the Bonds.
City of Chanhassen
Carver County CDA 2014 Bond Request
Page 3
Special considerations
The granting of its general obligation pledge is permitted under Minnesota Statutes Chapter 469,034. There are
several statutory requirements that must be met, including:
1. Pledged revenues must be expected to exceed 1.1 Ox debt service in each year debt service is outstanding.
The final structure of the 2014 Bonds is not finalized as of this writing, however, an illustrative schedule of
debt service is attached and a table of the historical available revenues and their ability to cover the
expected maximum annual debt service is immediately below.
Funds Available for Debt Service
Total Revenue
Total Operating Expenses
Net Operating Income /(Loss)
plus Depreciation & Amorization
plus CCCDA contribution
Available for Debt Service
Estimate maximum annual debt service
Coverage factor
(Sources: 2009 -2013 CAFRs)
2010
2011
2012 2013
$716,234
$723,999
$735,8221i
$754,794
$537,152;
$551,676
$568,2571
$550,519
$179,082:
$172,323
$167,5651
$204,275
168,141
182,355
169,980
167,086
31,0001
31,000
31,0001
31,000
$378,223',
$385,678
$368,545 r $402,361
$334,763
$334,763
$334,763; $334,763
1.13
1.15
, 1.10 1.20
2. The project being financed must be intended for seniors or families with incomes not greater than 80% of
median family income. This project will continue to be a senior project.
3. The term of the bonds can't be more than 35 years. The term is proposed to be approximately t��renty
years.
4. The amount of similar bonds outstanding can't exceed the greater of $3,000,000 or 0.50% of the estimated
market value ( "EMV") of the City. The Department of Revenue lists the City's EMV for the 2013 assessment
year as $3.345 billion. 0.50% of that amount is over $16.7 million. The current estimated amount of this
issue is $4,660,000. The debt does not count against the City's general debt limit under Minnesota statute.
5. Public hearings must be held by the City and by the Agency for the new money portion of the 2014 Bonds.
As referenced earlier, the tax - exempt 2014 Bonds are being structured to comply with certain federal provisions that
enable them to be bank qualified without interfering with bank qualification designations that the City or County has or
will make in 2014. The balance of funding needed will be financed with taxable bonds and have no impact on bank
qualification regardless of structure. It is possible to refund the Series 2014T Bonds with tax - exempt bonds at a later
date.
As a current refunding, no statutory savings test applies, however the refunding portion of the 2014 Bonds is
projected to produce a present value savings of just over $200,000 which is 8.66% of the present value of the
refunded debt service of the bonds being refunded.
City of Chanhassen
Carver County CDA 2014 Bond Request
Page 4
What is requested of the City
To accomplish the financing results as presented above, the Agency is asking that the City provide its general
obligation backing for up to $5,000,000 in bonds. As mentioned, the current estimated amount of the 2014 Bonds is
$4,660,000 and the $5,000,000 cap is requested to provide for flexibility to respond to any items unforeseen at this
time. Both the final schedule and coverage information will be made available to the City staff and will comply in all
respects with the essence of the description of the transaction provided in this memorandum.
Under Minnesota statute, granting general obligation backing will require that a public hearing be conducted by the
City and by the Agency and formal approval of the general obligation given. (The Agency's public hearing will be
held on July 17.) A draft copy of the resolution the City will be asked to pass is enclosed with this memorandum.
The Agency's finance team will work with City staff to coordinate completion of the financing, It is anticipated that the
financing will occur in mid - August, with work on the project to proceed soon after.
Representatives of the Agency, Springsted Incorporated and Ivy Properties will be available to respond to the
Council's questions about the financing or the improvement project at its workshop on July 14tH
cc: Julie Frick, Carver County Community Development Agency
City of Chanhassen
Carver County CDA 2014 Bond Request
Page 5
$4,660,000 Carver County CDA, Minnesota
Housing Development and Refunding Bonds, Series 2014 and Series 2014T
Combined Refunding and New money
Project Summary
Interest
Dated 08/26/20141 Delivered 08/26/2014
01/01/2015
Taxable
Issue
TERefunding Refunding New Loney
Summary
Series 2014 -- Series 2104T
140, 712.50
Sources Of Funds
01/01/2017
Par Amount of Bonds ............................ ............................... $2,270,000.00 $600,000.00 $1,790,000.00
$4,660,000.00
Transfers from Prior Issue DSR Funds . ............................... 173,610.00 -
173,610.00
Total Sources ..................................... ............................... $2,443,610.00 $600,000.00 $1,790,000.00
$4,833,610.00
uses Of Funds
01/01/2019
Primary Purpose Fund ........................... ............................... 2,414,899.38 -
2,414,899.38
Deposit to Project Construction Fund .... ............................... - 1,550,000.00
1,550,000.00
Deposit to Current Refunding Fund ....... ............................... - 576,412.50 -
576,412.50
Deposit to Debt Service Reserve Fund (DSRF) ................... - - 164,730.00
164,730.00
Costs of Issuance ................................. ............................... - 20,000.00 50,000.00
70,000.00
Total Underwriter's Discount (1. 150% ) .............................. 26,105.00 6;900.00 20,585.00
53,590.00
Rounding Amount .................................. ............................... 2,605.62 (3,312.50) 4,685.00
3,978.12
Total Uses ........................................... ............................... $2,443,610.00 $600,000.00 $1,790,000.00
$4,833,610.00
COMBINED DEBT SERVICE SCHEDULE
120, 202.50
Date
Principal
Interest
Total P¢I
01/01/2015
230,000
49,177.96
279,177.96
01/01/2016
190,000
140, 712.50
330, 712.50
01/01/2017
195,000
139, 762.50
334, 762.50
01/01/2018
195,000
138,202.50
333,202.50
01/01/2019
195,000
136, 057.50
331, 057.50
01/01/2020
200,000
133, 230.00
333, 230.00
01/01/2021
205,000
129,530.00
334,530.00
01/01/2022
205,000
125,122.50
330,122.50
01/01/2023
210,000
120, 202.50
330, 202.50
01/01/2024
220,000
114, 742.50
334,74Z50
01101/2025
225,000
108,692.50
333,692.50
01/01/2026
225,000
102,167.50
327,167.50
01/0112027
235,000
93,617.50
3281617.50
01/01/2028
245,000
84,452.50
329,452.50
01/01/2029
250,000
74,652.50
324,652.50
01/01/2030
265,000
64,402.50
329,402.50
01/01/2031
275,000
53,140.00
328,140.00
01/01/2032
285,000
41, 040.00
326, 040.00
01/01/2033
300,000
28, 215.00
328, 215.00
01/01/2034
310,000
14,415.00
324,415.00
Total
4,660,000
$1,891,535.46
$6,551,535.46
CITY OF CHANHASSEN, MINNESOTA
Resolution No.
Approving the issuance by the Carver County Community Development
Agency of bonds in an aggregate principal amount not to exceed $5,000,000
to refinance and improve a qualified housing development project and the
pledge of the full faith and credit of the City of Chanhassen thereto, and
authorizing the execution and delivery of related documents.
WHEREAS, pursuant to Minnesota Statutes, Sections 469.001 through 469.047 (the
"Act "), the Carver County Community Development Agency (the "Agency ") is authorized to
undertake housing development projects and to issue bonds to finance such projects or to
refinance prior bonds issued for such purpose; and
WHEREAS, the Agency has previously issued its Housing Development Refunding Bonds
(City of Chanhassen, Minnesota Unlimited Tax General Obligation — Chanhassen Apartments
Project), Series 2004 (the "Prior Bonds ") the proceeds of which were used to refund certain prior
bonds, originally issued to finance the construction of the Centennial Hill senior housing facility in
the City which is owned by the Agency (the "Project ") and which constitutes a "qualified housing
development project" under the Act; and
WHEREAS, in order to refund the Prior Bonds and finance certain improvements to the
Project, the Agency proposes to issue its Housing Development Refunding Bonds (City of
Chanhassen, Minnesota Unlimited Tax General Obligation — Chanhassen Apartments Project),
Series 2014 (the "Tax Exempt Bonds "), in an aggregate principal amount not exceeding the
outstanding principal amount of the Prior Bonds, and its Taxable Housing Development and
Refunding Bonds (City of Chanhassen, Minnesota — Chanhassen Apartments Project) Series 2014T
(the "Taxable Bonds" and, together with the Tax Exempt Bonds, the "Bonds "), and to pledge the
full faith and credit of the City of Chanhassen (the "City ") to both series of Bonds; and
WHEREAS, pursuant to Minnesota Statutes, Section 469.034, Subd. 2, the Agency is
authorized to pledge the full faith and credit of the City to bonds issued to finance or refinance
qualified housing development projects following, (a) a determination by the Agency that
pledged revenues will equal or exceed 110% of the principal and interest due on such bonds for
each year, and (b) approval by the City of the principal amount of the Bonds following a public
hearing, provided however, that (a) and (b) are not required for any refunding bonds; and
WHEREAS, pursuant to Section 469.034, Subd. 2(c), the full faith and credit of the City
may not be pledged to outstanding bond in an amount greater than one -half of one percent of the
estimated market value of the City; and
WHEREAS, on the date hereof, the City has conducted a public hearing following
publication of notice pursuant to Minnesota Statutes, Section 469.034, subd. 2;
114450130
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of
Chanhassen, Minnesota, as follows:
1. That one -half of one percent of the estimated market value of the City is not less than
$16,700,000, and the outstanding principal amount of bonds issued pursuant to
Minnesota Statutes, Section 469.034, Subd. 2, to which the City's full faith and credit is
pledged, including the Bonds (but not including the Prior Bonds which will be retired
upon issuance of the Bonds) is not greater than $5,000,000.
2. That the City hereby approves (i) the issuance by the Agency of the Bonds in an aggregate
principal amount not exceeding $5,000,000, and (ii) the pledge by the Agency of the full
faith and credit of the City thereto, subject to a final determination by the Agency that the
projected revenues pledged to the payment of any new money Bonds will equal or exceed
110% of the principal and interest due on such Bonds for each year of their term.
3. That the Mayor and City Manager are authorized to execute and deliver on behalf of the
City a Continuing Disclosure Certificate in substantially the form on file with the City on
the date hereof, with such modifications as may be approved by the Mayor and City
Manager, and any other documents as may be necessary or convenient in connection with
the issuance of the Bonds in forms approved by the Mayor and City Manager. Execution
and delivery of such documents shall constitute conclusive evidence that any
modifications and any such other documents have been approved by the Mayor and City
Manager.
4. The Prior Bonds were designated as bank- qualified bonds for purposes of Section 265 of
the Internal Revenue Code of 1986, as amended (the "Code "). The Agency has advised
the City that (i) the Refunding Bonds will not exceed the outstanding principal amount of
the Prior Bonds, (ii) the average maturity date of the Refunding Bonds will not be later
than the average maturity date of the Prior Bonds refunded thereby, and (iii) the
Refunding Bonds will have maturity dates which are not later than the date which is 30
years after the date the Prior Bonds were issued. Accordingly, the Agency anticipates that
the Refunding Bonds will be deemed designated as qualified tax exempt bonds and will
not count against the City's annual $10,000,000 limit of qualified tax exempt bonds.
Adopted on this 28th day of July, 2014.
114450130 2