HomeMy WebLinkAboutNo. 0976 reducing the annual rentals on the lease for the AEDA Public Improvement Project, and approving the execution of an addendum to the leaseRESOLUTION NO. 976
RESOLUTION OF THE SOUTH BEND REDEVELOPMENT
COMMISSION REDUCING THE ANNUAL RENTALS ON THE
LEASE FOR THE AIRPORT ECONOMIC DEVELOPMENT
AREA PUBLIC IMPROVEMENT PROJECT, AND
APPROVING THE EXECUTION OF AN ADDENDUM TO THE LEASE
WHEREAS, the South Bend Redevelopment Authority (the
"Authority ") previously entered into a Lease between the Authority
and the South Bend Redevelopment Commission (the "Commission ")
dated as of August 1, 1990, as further amended by an Amended and
Restated Lease, dated as of August 1, 1990 (the "Lease "), pursuant
to which the Authority will lease certain land, "tax- exempt" public
improvements and "taxable" public improvements (individually
referred to as the "Tax- Exempt Project" and the "Taxable Project,"
respectively) to the Commission; and
WHEREAS, bids were received on January 22, 1991, for the
sale of the "South Bend Redevelopment Authority Taxable Lease
Rental Revenue Bonds (Airport Economic Development Area Public
Improvement Project)" (the "Taxable Bonds ") for the construction
of the Taxable Project under the terms and conditions provided in
the Lease; and
WHEREAS, the lowest and best bid for the Taxable Bonds
was received from John Nuveen & Co. Incorporated (on behalf of
itself and other underwriters), as the bidder offering the lowest
net interest cost to the Authority, determined by computing the
total interest on all of the Taxable Bonds from the date thereof
to their maturities and deducting therefrom the premium bid, if
any, or adding thereto the amount of any discount, if any, with a
net interest rate of 9.6161 %, which bid was accepted; and
WHEREAS, this will result in a lower annual Lease payment
for the Taxable Project; and
WHEREAS, bids were received on January 22, 1991, for the
sale of the "South Bend Redevelopment Authority Lease Rental
Revenue Bonds (Airport Economic Development Area Public Improvement
Project)" (the "Tax- Exempt Bonds ") for the construction of the Tax -
Exempt Project under the terms and conditions provided in the
Lease; and
WHEREAS, the lowest and best bid for the Tax - Exempt Bonds
was received from Merrill Lynch & Company as the bidder offering
the lowest net interest cost to the Authority, determined by
computing the total interest on all of the Tax - Exempt Bonds from
the date thereof to their maturities and deducting therefrom the
premium bid, if any, or adding thereto the amount of any discount,
if any, with a net interest rate of 7.0486 %, which bid was
accepted; and
WHEREAS, this will result in a lower annual Lease payment
for the Tax - Exempt Project; and
WHEREAS, the Commission desires to approve and execute
an addendum to the Lease (the "Addendum "), a copy of which is
hereby attached as Exhibit A, reflecting such lower annual Lease
payments for both the Taxable Project and Tax - Exempt Project and
making certain other amendments to the Lease;
NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND
REDEVELOPMENT COMMISSION, AS FOLLOWS:
1. The Lease shall be amended to reduce the annual
rental payments as set forth in Exhibit A attached hereto. The
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Commission hereby approves all other amendments to the Lease set
forth in Exhibit A attached hereto.
2. All remaining terms, covenants and conditions as set
forth in the Lease shall remain in full force and effect.
3. The President and Secretary of the Commission are
hereby authorized and directed to execute and attest, respectively,
the Addendum.
4. This resolution shall be in full force and effect
after its adoption by the Commission.
ADOPTED at a meeting of the South Bend Redevelopment
Commission held on January 25, 1991, at the Office of the
Commission, 1200 County -City Building, 227 West Jefferson
Boulevard, South Bend, Indiana 46601.
ATTEST:
Michael Donoho, Secretary
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SOUTH BEND REDEVELOPMENT COMMISSION
By:�, �. J
Paula N. Auburn, President
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EXHIBIT A
ADDENDUM TO LEASE
SOUTH BEND REDEVELOPMENT AUTHORITY
TO
SOUTH BEND REDEVELOPMENT COMMISSION
(Airport Economic Development Area Public Improvement Project)
THIS ADDENDUM, made and entered into as of this day
of January, 1991, by and between the South Bend Redevelopment
Authority, a body corporate and politic organized and existing
under Indiana Code 36 -7 -14.5 (hereinafter with its successors and
assigns referred to as the "Authority "), and the South Bend
Redevelopment Commission, the governing body of the South Bend
Department of Redevelopment and the Redevelopment District of South
CW Bend, Indiana (hereinafter called the "Lessee "),
WITNESSETH:
In consideration of the mutual covenants herein
contained, it is agreed that the lease (Airport Economic
Development Area Public Improvement Project) previously entered
into between said parties as of the first day of August, 1990, as
further amended by an Amended and Restated Lease, dated as of the
first day of August, 1990 (the "Lease ") shall be amended as
follows:
1. The following definitions in Section 1 of the Lease
are amended to read as follows:
rw "Lease Resolution" means Resolution No. 968 of
the Commission passed on December 21, 1990, as
amended by Resolution No. 973 of the Commission
passed on January 11, 1991, establishing funds for
the payment of lease rentals for the Tax - Exempt
Project, as defined herein.
"Permitted Encumbrances" means those items
listed in Exhibit A hereto and any future (a) liens
for taxes not then delinquent, (b) this Lease and
the Trust Agreement, leases, subleases and other
agreements permitted pursuant to Section 13 hereof,
(c) utility, access and other easements and
rights -of -way, restrictions and exceptions that
Lessee certifies will not interfere with or impair
the Projects, (d) any mechanics', laborers',
materialmen's, suppliers' or vendors' lien or right
in respect thereof if payment is not yet due and
payable and (e) such minor defects, irregularities,
encumbrances, easements, rights -of -way and clouds
on title as do not, in the opinion of the Trustee,
materially impair the Authority's interest in or
Lessee's use of the Projects.
"Taxable Project" means the real estate
(including all right -of -way easements contained
therein) in St Joseph County, Indiana, and
improvements to be made thereon by the Authority or
its agent according to plans and specifications
prepared by Cole Associates, Inc. and Clyde E.
Williams and Associates, Inc., project engineers,
all as described in Exhibit B hereto. The above
mentioned plans and specifications may be changed
and additional construction work may be performed
and improvements may be purchased by the Authority,
but only with the approval of the Lessee (which
approval shall not be withheld by the Lessee in the
event of the inability of the Authority to acquire
timely and at a reasonable price all of those real
property interests constituting part of the Taxable
Project which must be obtained by eminent domain,
if any), and only if such changes or modifications
or additional construction work or improvements do
not alter the character of the Project or reduce the
value thereof. Any such additional construction
work or additional improvements shall be part of the
property covered by this Lease. The above - mentioned
plans and specifications have been filed with and
approved by the Lessee.
"Taxable Lease Resolution" means Resolution
No. 967 of the Commission passed on December 21,
1990, as amended by Resolution No. 972 of the
Commission passed on January 11, 1991, establishing
funds for the payment of lease rentals for the
Taxable Project, as defined herein.
"Tax- Exempt Project" means the real estate
(including all right -of -way easements contained
therein) in St. Joseph County, Indiana, and
improvements to be made thereon by the Authority or
its agent according to plans and specifications
prepared by Cole Associates, Inc. and Clyde E.
Williams and Associates, Inc., project engineers,
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all as described in Exhibit C hereto. The above
mentioned plans and specifications may be changed
and additional construction work may be performed
and improvements may be purchased by the Authority,
but only with the approval of the Lessee (which
approval shall not be withheld by the Lessee in the
event of the inability of the Authority to acquire
timely and at a reasonable price all of those real
property interests constituting part of the Tax -
Exempt Project which must be obtained by eminent
domain, if any), and only if such changes or
modifications or additional construction work or
improvements do not alter the character of the
Project or reduce the value thereof. Any such
additional construction work or additional
improvements shall be part of the property covered
by this Lease. The above - mentioned plans and
specifications have been filed with and approved by
the Lessee.
2. Section 4 of the Lease is amended to read as
follows:
Section 4. Rental Payment Dates and
Amounts. (a) Tax- Exempt Project. The first
semiannual rental installment in the amount of
Ce Eighty -Two Thousand Dollars ($82,000) shall be due
on the day that the Tax - Exempt Project is completed
and ready for use, or January 28, 1994, whichever
is later. If completion is later than January 28,
1994, the first installment shall be in an amount
which provides for rental at the rate specified in
Exhibit D for the semiannual period in which the
Tax - Exempt Project is completed and ready for use,
prorated from the date of completion until the first
July 28 or January 28 following such date of
completion. Thereafter such rentals shall be
payable in advance in semiannual installments on
July 28 and January 28 of each year as provided for
in the lease payment schedule attached hereto as
Exhibit D.
(b) Taxable Project. The first semiannual
rental installment in the amount of One Hundred
Ninety -Nine Thousand Dollars ($199,000) shall be due
on the day that the Taxable Project is completed and
ready for use, or July 28, 1993, whichever is later.
CW If completion is later than July 28, 1993, the first
installment shall be in an amount which provides for
rental at the rate specified in Exhibit E for the
semiannual period in which the Taxable Project is
completed and ready for use, prorated from the date
of completion until the first January 28 or July 28
following such date of completion. Thereafter such
rentals shall be payable in advance in semiannual
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installments on January 28 and July 28 of each year
as provided for in the lease payment schedule
attached hereto as Exhibit E.
In the case of the Tax - Exempt Project, the
Lessee will not take any action or fail to take any
action that would result in the loss of the
exclusion from gross income for federal tax purposes
of interest on the Bonds pursuant to Section 103(a)
of the Internal Revenue Code of 1986, as amended
(the "Code "), as in effect on the date of delivery
of the Bonds, nor will the Lessee act in any manner
which would adversely affect such exclusion. The
Lessee further covenants that it will not make any
investment or do any other act or thing during the
period that any Bond is outstanding hereunder which
would cause any Bond to be an "arbitrage bond"
within the meaning of Section 148 of the Code and
the regulations thereunder as in effect on the date
of delivery of the Bonds. All officers, members,
employees and agents of the Lessee are authorized
and directed to provide certifications of facts and
estimates that are material to the reasonable
expectations of the Lessee as of the date the Bonds
are issued and to enter into covenants on behalf of
the Lessee evidencing the Lessee's commitments made
herein.
3. The last paragraph of Section 14 of the Lease shall
be amended to read as follows:
If the Lessee has not exercised its option to
purchase the Projects at the expiration of the term
of the Lease and upon the full discharge and
performance by the Lessee of its obligations under
this Lease, the Authority shall execute a deed of
the Projects to the Lessee conveying all of its
interest thereto, subject only to Permitted
Encumbrances.
follows: 4. Exhibit A of the Lease shall be amended to read as
Permitted Encumbrances
All encumbrances identified in the Title
Ce Commitment originally issued by Chicago Title
Insurance Company on November 20, 1990, Commitment
No. 85239H -61, in favor of the South Bend
Redevelopment Authority, as amended and in effect
from time to time during the term of the Lease.
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follows:
5. Exhibit D of the Lease shall be amended to read as
EXHIBIT D
Lease Payment Schedule for Tax - Exempt Project
Payment Date
Amount
Payment Date
Amount
1 -28 -94
$ 82,000
1 -28 -03
$ 129,500
7 -28 -94
82,000
7 -28 -03
129,500
1 -28 -95
82,000
1 -28 -04
127,500
7 -28 -95
82,000
7 -28 -04
127,500
1 -28 -96
82,000
1 -28 -05
130,500
7 -28 -96
82,000
7 -28 -05
130,500
1 -28 -97
107,000
1 -28 -06
130,000
7 -28 -97
107,000
7 -28 -06
130,000
1 -28 -98
115,500
1 -28 -07
129,500
7 -28 -98
115,500
7 -28 -07
129,500
1 -28 -99
123,500
1 -28 -08
131,000
7 -28 -99
123,500
7 -28 -08
131,000
1 -28 -00
125,500
1 -28 -09
132,000
7 -28 -00
125,500
7 -28 -09
132,000
1 -28 -01
127,000
1 -28 -10
130,000
7 -28 -01
127,000
7 -28 -10
130,000
1 -28 -02
128,500
1 -28 -11
133,000
7 -28 -02
128,500
7 -28 -11
133,000
1 -28 -12
132,500
7 -28 -12
132,500
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follows: 6. Exhibit E of the Lease shall be amended to read as
EXHIBIT E
Lease Payment Schedule for Taxable Project
Payment Date
Amount
Payment Date
Amount
7 -28 -93
$199,000
1 -28 -04
$ 268,500
1 -28 -94
199,000
7 -28 -04
268,500
7 -28 -94
199,000
1 -28 -05
270,500
1 -28 -95
199,000
7 -28 -05
270,500
7 -28 -95
199,000
1 -28 -06
271,000
1 -28 -96
219,000
7 -28 -06
271,000
7 -28 -96
219,000
1 -28 -07
272,500
1 -28 -97
222,500
7 -28 -07
272,500
7 -28 -97
222,500
1 -28 -08
273,000
1-28 -98
240,500
7 -28 -08
273,000
7-28-98
240,500
1 -28 -09
276,500
1-28-99
254,000
7 -28 -09
276,500
7 -28-99
254,000
1 -28 -10
278,000
1 -28 -00
258,500
7 -28 -10
278,000
7 -28 -00
258,500
1 -28 -11
278,000
1 -28 -01
262,000
7 -28 -11
278,000
7 -28 -01
262,000
1 -28 -12
281,000
1 -28 -02
267,000
7 -28 -12
281,000
7 -28 -02
267,000
1 -28 -03
268,500
7 -28 -03
268,500
CM
7. The parties hereto acknowledge that all remaining
terms, covenants and conditions as set forth in the Lease between
the parties hereto and executed as of the first day of August, 1990
shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this
Addendum to Lease to be executed for and on their behalf on the
day and year first hereinabove written.
ATTEST:
Donald K. Fewell,
Secretary- Treasurer
ATTEST:
Michael Donoho, Secretary
SOUTH BEND REDEVELOPMENT AUTHORITY
By:
Joseph W. Wroblewski, President
SOUTH BEND REDEVELOPMENT COMMISSION
By:
Paula N. Auburn, President
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4 16;
STATE OF INDIANA )
) SS:
COUNTY OF ST. JOSEPH )
Before me, the undersigned, a Notary Public in and for
said State, personally appeared Joseph W. Wroblewski and Donald K.
Fewell, personally known by me to be the President and Secretary -
Treasurer, respectively, of the South Bend Redevelopment Authority,
and acknowledged the execution of the foregoing Addendum to Lease
for and on behalf of said Authority.
WITNESS my hand and Notarial Seal this day of
, 1991.
( SEAL)
My commission expires:
I am a resident of
STATE OF INDIANA )
) SS:
COUNTY OF ST. JOSEPH )
(Written Signature)
(Printed Signature)
County, Indiana.
Before me, the undersigned, a Notary Public in and for
said State, personally appeared Paula N. Auburn and Michael Donoho,
personally known by me to be the President and Secretary,
respectively, of the South Bend Redevelopment Commission, and
acknowledged the execution of the foregoing Addendum to Lease for
and on behalf of said Commission.
WITNESS my hand and Notarial Seal this day of
1991.
(Written Signature)
(SEAL) (Printed Signature)
My commission expires:
I am a resident of County, Indiana.
This instrument was prepared by Richard C. Starkey, Baker &
Daniels, 300 North Meridian Street, Indianapolis, Indiana, 46204.
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