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HomeMy WebLinkAboutNo. 2026 amending resolution No. 1965-a bond resolution of the SBRC authorizing the issuance of tax increment revenue bonds, series 2003, of the SB redevelopment district as previously amended by resolution No. 2004 and No. 2017RESOLUTION NO. 2026 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION AMENDING RESOLUTION NO. 1965 ENTITLED "A BOND RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION AUTHORIZING THE ISSUANCE OF TAX INCREMENT REVENUE BONDS, SERIES 2003, OF THE SOUTH BEND REDEVELOPMENT DISTRICT" AS PREVIOUSLY AMENDED BY RESOLUTION NO. 2004 and RESOLUTION NO. 2017 WHEREAS, the South Bend Redevelopment Commission (the "Commission "), the governing body of the South Bend Department of Redevelopment (the "Department ") and the South Bend Redevelopment District (the "Redevelopment District "), exists and operates under Indiana Code 36 -7 -14, as amended from time to time (the "Act "); and WHEREAS, the Commission has previously designated and declared an area in the City of South Bend, Indiana (the "City ") known as the Airport Economic Development Area to be an economic development area and an allocation area (the "Area ") for purposes of tax IL increment financing and established an allocation fund for said Area (the "Allocation Fund "); and WHEREAS, the Commission has previously adopted Resolution No. 1965 entitled "A Bond Resolution of the South Bend Redevelopment Commission Authorizing the Issuance of Tax Increment Revenue Bonds, Series 2003, of the South Bend Redevelopment District" (the "Bond Resolution ") which Bond Resolution authorized the issuance of bonds of the Redevelopment District payable solely from tax increment revenues (the "Bonds "); and WHEREAS, the Commission has previously adopted Resolution No. 2004 entitled "A Resolution of the South Bend Redevelopment Commission Amending Solution No. 1965 Entitled 'A Bond Resolution of the South Bend Redevelopment Commission Authorizing the Issuance of Tax Increment Revenue Bonds, Series 2003, of the South Bend Redevelopment District "' amending the Bond Resolution; and WHEREAS, the Commission has previously adopted Resolution No. 2017 entitled "A Resolution of the South Bend Redevelopment Commission Amending Resolution No. 1965 Entitled 'A Bond Resolution of the South Bend Redevelopment Commission Authorizing the Issuance of Tax Increment Revenue Bonds, Series 2003, of the South Bend Redevelopment District "' amending the Bond Resolution; and WHEREAS, the Commission desires to appoint the City Controller as the Registrar and Paying Agent for the Bonds and to amend the redemption provisions of the Bonds; SBIMANI 167906v1 ,, NOW, THEREFORE, BE IT RESOLVED, by the South Bend Redevelopment Commission as follows: Section 1. Section 1 of the Bond Resolution is hereby amended to read as follows: SECTION 1. For the purpose of procuring funds to pay for the cost of redevelopment and economic development in the Area, together with a sum sufficient to pay the estimated cost of all expenses reasonably incurred in connection with the redevelopment and economic development of the Area, including the total cost of all reasonable and necessary architectural, engineering, legal, financing, accounting, advertising, bond discount and supervisory expenses, capitalized interest and a debt service reserve for the Bonds as set forth herein, together with the expenses in connection with or on account of the issuance of the Bonds, the City acting for and on behalf of the Redevelopment District, shall make a loan in the aggregate principal amount not to exceed Sixteen Million and 00 /100 Dollars ($16,000,000.00). In order to procure funds for said loan, the City Controller (the "Controller ") is hereby authorized and directed to have prepared and to issue and sell the negotiable bonds of the Redevelopment District, which Bonds shall be issued in the name of the City, for and on behalf of the Redevelopment District and which shall be designated "City of South Bend, Indiana, Redevelopment District Tax Increment Revenue Bonds, Series 2003 (Airport Economic Development Area)" in an aggregate principal amount not to exceed Sixteen Million and 00 /100 Dollars ($16,000,000.00), and which amount (together with investment earnings thereon in the estimated amount of Two Hundred Thousand and 00 /100 Dollars ($200,000.00) does not exceed the cost, as estimated by the Commission, of redevelopment and economic development in the Area, including, without limitation, the Project, together with a sum sufficient to pay the estimated cost of all expenses reasonably incurred in connection with the redevelopment and economic development of the Area, including the total cost of all reasonable and necessary architectural, engineering, legal, financing, accounting, advertising, bond discount and supervisory expenses, capitalized interest and a debt service reserve for the Bonds as provided herein, together with the expenses in connection with or on account of the issuance of the Bonds therefor. The Bonds shall not constitute a corporate obligation or indebtedness of the City, but shall constitute an obligation of the Redevelopment District. The Bonds, together with interest thereon, shall be payable solely out of the Tax Increment. The Bonds shall be issued in fully registered form in the denomination of Five Thousand Dollars ($5,000) or an integral multiple thereof (the "Authorized Denomination ") not exceeding the aggregate principal amount WMANI 1679060 - 2 - of Bonds maturing in any one (1) year. The Bonds shall be numbered consecutively from 2003R -1 upwards and shall bear interest payable semiannually commencing February 1, 2004, or such later date as may be set forth in the Issuer's Certificate, defined herein, and each August 1 and February 1 thereafter, at a rate or rates not to exceed seven percent (7 %) (the exact rate or rates of interest to be determined by negotiated sale as set forth in Section 9 hereof) or such lower rate or rates for such maturities as may be determined by the President of the Commission and the Controller and set forth in a certificate of the Redevelopment District executed by the President of the Commission and the Controller prior to the sale of the Bonds, establishing certain provisions and details with respect to the Bonds (hereinafter referred to as the "Issuer's Certificate "). Interest shall be calculated on the basis of twelve (12) thirty (30)- day months for a three hundred sixty (360) -day year. Notwithstanding anything herein to the contrary, the Bonds shall, in compliance with all applicable laws, be initially issued and held in book -entry form and registered in the name of Cede & Co., as nominee for The Depository Trust Company without physical distribution of Bonds to the purchasers thereof. The President of the Commission is hereby authorized to take such action as may be necessary to provide for the Bonds to be issued in book - entry -only form, including without limitation executing a Blanket Issuer Letter of Representations. IL The Bonds shall mature semiannually on each February 1 and August 1 beginning on August 1, 2004, or such later date as may be set forth in the Issuer's Certificate, and thereafter on each February 1 and August 1 through and including August 1, 2024, or such earlier final maturity date and in such annual principal amounts set forth in the Issuer's Certificate. The Controller is hereby appointed as the Registrar and Paying Agent (the "Registrar" or the "Paying Agent" or in both such capacities as the "Registrar and Paying Agent "). The Registrar and Paying Agent is hereby charged with and shall undertake the performance of all of the duties and responsibilities customarily associated with each such position, including without limitation authenticating the Bonds. The Registrar shall keep and maintain at his office books for the registration and for the transfer of the Bonds (the "Bond Register "). The principal of and premium, if any, on the Bonds shall be payable at the principal office of the Paying Agent for the Bonds. Interest on the Bonds shall be paid by check or draft mailed or delivered to the registered owners thereof at the address as it appears on the Bond Register as of the 15`h day of the month immediately preceding the interest payment date or at such other address as is provided to the Paying Agent in writing by such registered owners. All payments on the Bonds shall be made in any coin or currency of the United States of America which on the dates of such payments shall be legal tender for the payment of public and private debts. SBIMANI 1679060 - 3 - The Bonds shall bear an original date which shall be the first day of the month in which the Bonds are sold (the "Original Date ") and each Bond shall also bear the date of its authentication. Bonds authenticated on or before July 15, 2004, shall be paid interest from the Original Date. Bonds authenticated after July 15, 2004, shall pay interest from the interest payment date immediately preceding the date of authentication of such Bonds unless the Bonds are authenticated between the fifteenth day of the month preceding an interest payment date and the interest payment date, in which case interest thereon shall be paid from such interest payment date. Each Bond shall be transferable or exchangeable only upon the Bond Register by the registered owner thereof in person, or by his attorney duly authorized in writing, upon surrender of such Bond together with a written instrument of transfer or exchange satisfactory to the Registrar duly executed by the registered owner or his attorney duly authorized in writing, and thereupon a new fully registered Bond or Bonds in the same aggregate principal amount and of the same maturity shall be executed and delivered in the name of the transferee or transferees or the registered owner, as the case may be, in exchange therefor. Bonds may be transferred or exchanged without cost to the registered owner, except for any tax or governmental charge required to be paid with respect to the exchange. The Registrar shall not be required to transfer or exchange any Bond called for redemption or during the period from the fifteenth day of any calendar month immediately preceding an interest payment date to such interest payment date. The City, the Commission, the Registrar and the Paying Agent may treat and consider the person in whose name such Bonds are registered as the absolute owner thereof for all purposes including for the purpose of receiving payment of, or on account of, the principal thereof and interest due thereon. In the event any Bond is mutilated, lost, stolen or destroyed, the City may execute on behalf of the Redevelopment District and the registrar may authenticate a new Bond of like date, maturity and denomination as that mutilated, lost, stolen or destroyed, which new Bond shall be marked in a manner to distinguish it from the Bond for which it was issued; provided, that in the case of any mutilated Bond, such mutilated Bond shall first be surrendered to the Registrar, and in the case of any lost, stolen or destroyed Bond there shall be first furnished to the City and the Registrar evidence of such loss, theft or destruction satisfactory to the City and the Registrar, together with indemnity satisfactory to them. In the event any such lost, stolen or destroyed Bond shall have matured, instead of issuing a duplicate Bond, the City and the Registrar may, upon receiving indemnity satisfactory to them, pay the same without surrender thereof. The City and the Registrar may charge the owner of such Bond with their reasonable fees and expenses in connection with the above. Every substitute Bond issued by reason of any Bond being lost, stolen or destroyed shall, with respect to such Bonds, constitute a substitute contractual obligation of the City, acting for and on behalf of the Redevelopment District, whether or not the lost, SBIMANI 167906v1 - 4 - stolen or destroyed Bond shall be found at any time, and shall be entitled to all the benefits of this Resolution, equally and proportionately with any and all other Bonds duly issued hereunder. The Registrar or the Paying Agent may at any time resign as Registrar or Paying Agent by giving thirty (30) days' written notice to the Commission and by first -class mail to each registered owner of Bonds then outstanding, and such resignation will take effect at the end of such thirty (30) days or upon the earlier appointment of a successor Registrar or Paying Agent, as the case may be, by the Commission. Such notice to the Commission may be served personally or be sent by registered mail. The Registrar or Paying Agent may be removed at any time as Registrar or Paying Agent by the Commission, in which event the Commission may appoint a successor Registrar or Paying Agent as the case may be. The Commission shall notify each registered owner of Bonds then outstanding by first -class mail of the removal of the Registrar or Paying Agent. Notices to registered owners of Bonds shall be deemed to be given when mailed by first -class mail to the addresses of such registered owners as they appear on the Bond Register. Any predecessor Registrar shall deliver all the Bonds in its possession and the Bond Register to the successor Registrar and any predecessor Paying Agent shall deliver all the cash in its possession to the successor Paying Agent. The Bonds shall be executed in the name of the City, acting for and on behalf of the Redevelopment District, by the manual or facsimile signature of the Mayor, countersigned by the manual or facsimile signature of the Controller and attested by the manual or facsimile signature of the City Clerk, who shall cause the official seal of the City to be impressed or a facsimile thereof to be printed on each of the Bonds. Subject to the provisions for registration, the Bonds shall be negotiable under the laws of the State of Indiana. The Bonds shall be authenticated with the manual signature of an authorized representative of the Registrar, and no Bonds shall be valid or obligatory for any purpose or be entitled to any security or benefit under this Resolution until the certificate of authentication on such Bond shall have been so executed. Section 2. Section 2 of the Bond Resolution is hereby amended to read as follows: SECTION 2. (a) Optional Redemption. The Bonds maturing on February 1, 2013, and thereafter are subject to redemption at the option of the Commission on August 1, 2012, or any date thereafter, only in Authorized Denominations, as a IL whole or in part from time to time (with the maturities and amounts of the Bonds to be redeemed to be selected by the Commission), at face value plus interest SBIMANI 167906v1 - 5 - accrued on the Bonds so redeemed to the date fixed for redemption, and without premium. Unless waived by any holder of Bonds to be redeemed, official notice of any such redemption shall be given by the Registrar on behalf of the Commission identifying the Bonds, by mailing a copy of an official redemption notice by registered or certified mail at least thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption to the registered owner of the Bond or Bonds to be redeemed at the address shown on the Bond Register or at such other address as is furnished in writing by such registered owner to the Registrar; provided, however, that failure to give such notice by mailing, or any defect therein, with respect to any Bond shall not affect the validity of any proceedings for the redemption of other Bonds. All official notices of redemption shall be dated and shall state: (1) the redemption date, (2) the redemption price, (3) if less than all outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the Bonds to be redeemed, (4) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, and (5) the place where such Bonds are to be surrendered for payment of the redemption price, which place of payment shall be the place provided for the payment of the principal of and premium, if any, on the Bonds. Prior to any redemption date, the Commission shall deposit with the Paying Agent an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are to be redeemed on that date. Official notice of redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date (unless the Commission shall default in the payment of the redemption price) such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Paying Agent at the redemption price. Bonds redeemed in part may be exchanged for a Bond or Bonds of the same maturity in SBIMANI 167906v1 - 6 - (toe Authorized Denominations equal to the remaining principal amount. In addition to the foregoing notice, further notice may be given by the Registrar as it deems appropriate by mail, publication or otherwise to registered securities depositories, national information services or others containing the above information and such further information as the Registrar may deem appropriate, but no defect in said further notice, nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above described. (b) Mandator Sy inking Fund Redemption. At the option of the purchaser for the Bonds, all or a portion of the Bonds may be aggregated into one (1) or more term bonds payable from mandatory sinking fund redemption payments (the "Term Bonds ") required to be made as set forth below. The Term Bonds shall have a stated maturity or maturities on February 1 or August 1 of the years 2005 through and including 2024, or such other years as may be set forth in the Issuer's Certificate or as determined by the successful bidder. In the event that the purchaser opts to aggregate certain Bonds into Term Bonds, such Term Bonds shall be subject to mandatory sinking fund redemption prior to maturity at a redemption price equal to 100% of the principal amount thereof, plus accrued interest to the redemption date, but without premium, on February 1 and August 1 of each year and in the principal amounts corresponding to and consistent with the maturity schedule for the Bonds set forth in the Issuer's Certificate. The Registrar and Paying Agent shall credit against the current mandatory sinking fund requirement for a Term Bond of a particular maturity, any Bonds of such maturity delivered to the Registrar and Paying Agent for cancellation or purchased for cancellation by the Registrar and Paying Agent and canceled by the Registrar and Paying Agent and not theretofore applied as a credit against any mandatory sinking fund requirement. Each Bond so delivered or purchased shall be credited by the Registrar and Paying Agent at 100% of the principal amount thereof against the mandatory sinking fund redemption requirements for the applicable Term Bond in order of mandatory sinking fund redemption (or final maturity) dates determined by the Board, and the principal amount of such Term Bond to be redeemed on such mandatory sinking fund redemption dates by operation of the mandatory sinking fund requirements shall be reduced accordingly; provided, however, the Registrar and Paying Agent shall only credit Bonds against the mandatory sinking fund requirements to the extent such Bonds are received on or before 45 days preceding the applicable mandatory sinking fund redemption date. The Registrar shall determine by lot (treating each $5,000 principal amount of each Bond as a separate Bond for such purpose) the Bonds within a (W Term Bond of a particular maturity to be redeemed pursuant to the mandatory sinking fund redemption requirements on February 1 and August 1 of each year. SBIMANI 167906v1 - % - CJ 1-4 Notice of any such mandatory sinking fund redemption shall be given in the same manner as notice of optional redemption is required to be given pursuant to this Section 2 of this Resolution. If Bonds are to be redeemed by optional redemption and mandatory sinking fund redemption on the same date, the Registrar shall select by lot the Bonds for optional redemption before selecting the Bonds by lot for the mandatory sinking fund redemption. In the event any of the Bonds are issued as Term Bonds, the form of the Bond set forth in Section 3 of this Resolution shall be modified accordingly. Any reference to payment of principal on the Bonds shall include payment of scheduled mandatory sinking fund redemption payments described in this Section 2. Section 3. The Commission hereby acknowledges that the remaining terms and provisions of the Bond Resolution remain in full force and effect. Section 4. This Resolution shall be in full force and effect after its adoption by the Commission. SBIMANI 167906v1 - 8 - A A ADOPTED AND APPROVED at a meeting of the South Bend Redevelopment Commission held on the A day of December, 2003, at Room 1308, County -City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. ATTEST: Secretary SBIMANI 167906v1 SOUTH BEND REDEVELOPMENT COMMISSION By: President "I