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HomeMy WebLinkAboutNo. 0779 amending Res. No. 775 of the COSBRCRESOLUTION NO. 779 A RESOLUTION AMENDING RESOLUTION NO. 775 OF THE CITY OF SOUTH BEND REDEVELOPMENT COMMISSION WHEREAS, on May 23, 1986, the South Bend Redevelopment Commission ( "Commission ") adopted Resolution No. 775 ( "Series 1986 Bond Resolution "), authorizing the issuance of tax increment bonds in the aggregate principal amount of Two Million Five Hundred Sixty Five Thousand Dollars ($2,565,000) for the purpose of raising money for property acquisition and redevelopment in the South Bend Central Allocation Area (South Bend Allocation Area No. 1A) (the "Allocation Area "), which has boundaries coterminous with the South Bend Central Development Area; WHEREAS, the Commission received a certificate, attached to the Series 1986 Bond Resolution (the "Certificate ") as Exhibit K, prepared by SPRINGSTED, Incorporated (the "Certifier "), an independant financial consultant that is acting as the certifier pursuant to Section 6 of Resolution No. 747 and amending Resolutions 752, 755 and 756 ( "Series 1985 Bond Resolution ") adopted by the Commission on the 23rd day of August, 1985, the 18th day of November, 1985, the 22nd day of November, 1985 and the 20th day of December, 1985, respectively, which authorized the issuance of bonds in the amount of Four Million Two Hundred Thousand Dollars ($4,200,000) ( "Series 1985 Bonds "), which provided an estimate of the taxes on real property located in the Allocation Area allocated and deposited in the South Bend Central Allocation Area (South Bend Allocation Area No. 1A) Special Fund (the "Allocation Fund ") pursuant to the provisions of IC 36- 7 -14 -39 and proceeds from sale or leasing of property in the Allocation Area under IC 36- 7 -14 -22 and deposited in the Allocation Fund (these sources of revenues that will be used for payments of the bonds shall hereinafter be referred to as the "Tax Increment ") that would allow the issuance of bonds in the amount of Two Million Five Hundred Sixty Five Thousand Dollars ($2,565,000) pursuant to Section 6 of the Series 1985 Bond Resolution which in part provides that in order to issue bonds on parity ( "Parity Bonds ") with the Series 1985 Bonds, the amount of the Tax Increment estimated to be received in each succeeding year must equal or exceed at least one hundred fifty percent (150 %) of the principal of the Series 1985 Bonds and the Parity Bonds; WHEREAS, the Certifier has revised its estimate of the Tax Increment, which is contained in the Certifier's amended certificate (the "Amended Certificate ") attached hereto and incorporated herein as Exhibit A, and therefore requires a reduction of the principal amount of the bonds authorized by the Series 1986 Bond Resolution; WHEREAS, the Commission now determines that the Amended Certificate be substituted for the Certificate; WHEREAS, the Commission now approves and confirms the findings and estimates set forth in the Amended Certificate; WHEREAS, the Commission now determines that based on the representation of the Controller, approved and confirmed in the Series 1986 Bond Resolution, and the Amended Certificate, the conditions precedent as provided for in Section 6 of the Series 1985 Bond Resolution are met. and it is authorized to issue bonds (the "Series 1986 Bonds ") in an aggregate principal amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000) which shall be payable solely out of the Tax Increment; WHEREAS, the Commission further determines that the issuance of Series 1986 Bonds in the aggregate principal amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000) is necessary in order to provide funds for payment of part of the cost of property acquisition and redevelopment in the Allocation Area; and WHEREAS, certain amendments are necessary to decrease the amount of the Bonds issued pursuant to the provisions of Resolution No. 775; NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND REDEVELOPMENT COMMISSION, as follows: SECTION I. Section 1 of the Series 1986 Bond Resolution shall be deleted in its entirety and a new Section 1 shall be and hereby is adopted to read in its entirety as follows: SECTION 1. For the purpose of raising money for property acquisition or redevelopment in the Allocation Area together with expenses incidental thereto and expenses in connection with the issuance of the Series 1986 Bonds, the City acting for and on behalf of the Redevelopment District, shall make a loan in the amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000). In order to procure funds for said loan, the Controller is hereby authorized and directed to have prepared and issue and sell negotiable bonds of the Redevelopment District, which bonds shall be issued in the name of the City and which shall be designated "City of South Bend Redevelopment District Tax Increment Revenue Bonds of 1986" in an aggregate principal amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000) which amount does not exceed the total, as estimated by the Commission, of all expenses reasonably incurred in connection with the property acquisition and redevelopment of the Allocation Area, including all costs related thereto as set out by IC 36 -7 -14 -25.1 and excluding those costs paid -2- for out of the proceeds derived from the sale of the Series 1985 Bonds. The Series 1986 Bonds do not constitute a corporate obligation or indebtedness of the City, but the same is an obligation of the Redevelopment District and is payable solely out of the Tax Increment. The Series 1986 Bonds shall be issued in fully registered forms in the denomination of Five Thousand Dollars ($5,000) or in integral multiples thereof ( "Authorized Denominations ") not exceeding the aggregate principal amount of Series 1986 Bonds maturing in any year, shall be numbered consecutively from 86R -1 upwards and shall bear interest at a rate or rates not exceeding 12% per annum (the exact rate or rates to be determined by bidding or negotiation), which interest shall be payable on the first day of February, 1987, and semiannually thereafter, on February lst, and August lst of each year. The Series 1986 Bonds shall mature and be payable on February 1st, in the years and amounts as follows: Year Amount 1992 $ 50,000 1993 50,000 1994 70,000 1995 80,000 1996 100,000 1997 100,000 1998 100,000 1999 100,000 2000 100,000 2001 100,000 2002 100,000 2003 100,000 2004 700,000 Certain of the Series 1986 Bonds are subject to redemption prior to maturity as provided in Section 2 below. American Fletcher National Bank and Trust Company is hereby appointed as Registrar (American Fletcher National Bank and Trust Company and any subsequent registrar appointed pursuant to this Resolution shall hereinafter be referred to as the "Registrar ") for the Series 1986 Bonds and is hereby charged with the responsibility of authenticating the Series 1986 Bonds. The Registrar shall keep and maintain at its principal office books for the registration and for the transfer of the Series 1986 Bonds (the "Series 1986 Bond Register "). The Controller is hereby authorized and directed, on behalf of the Commission, to enter into such agreements or understandings with the Registrar as will enable the Registrar to perform the services required of a registrar, and is directed to pay -3- the Registrar for its services out of available funds. The Commission reserves the right to remove the Registrar upon thirty (30) days notice and upon appointment of a successor Registrar in which event the predecessor Registrar shall deliver all Series 1986 Bonds in its possession and the Series 1986 Bond Register to the successor Registrar. The principal of and premium, if any, on the Series 1986 Bonds shall be payable at the principal office of American Fletcher National Bank and Trust Company which is hereby appointed as the paying agent (American Fletcher National Bank and Trust Company and any subsequent Paying Agent appointed pursuant to this Series 1986 Bond Resolution shall hereinafter be referred to as the "Paying Agent ") for the Series 1986 Bonds. Interest on the Series 1986 Bonds shall be paid by check or draft mailed or delivered to the registered owners of the Series 1986 Bonds at the address as it appears on the Series 1986 Bond Register as of the fifteenth day of the month immediately preceding the interest payment date or at such other address as provided to the Paying Agent in writing by such registered owners. All payments on the Series 1986 Bonds shall be made in lawful money of the United States of America. The Controller is hereby authorized and directed, on behalf of the Commission, to enter into such agreements or understandings with the Paying Agent as will enable it to perform the services required of a paying agent, and is directed to pay the Paying Agent for its services out of available funds. The Commission reserves the right to remove the Paying Agent upon thirty (30) days' notice and upon the appointment of a successor Paying Agent in which event the predecessor Paying Agent shall deliver all the cash in its possession to the successor Paying Agent. The Commission shall notify each registered owner of Series 1986 Bonds then outstanding by first -class mail of the removal of the Registrar or Paying Agent. Notices to registered owners of Series 1986 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 Series 1986 Bond Register. The Series 1986 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 of the City, and attested by the manual or facsimile signature of the Controller, who shall cause the official seal of the City to be impressed or a facsimile thereof to be printed on each of the Series 1986 Bonds. Subject to the provisions for registration, the Series 1986 Bonds shall be negotiable under the laws of the State of Indiana. The Series 1986 Bonds shall be authenticated with the manual signature of an authorized representative of the Registrar, and no Bond shall be valid or obligatory for any purpose until the -4- certificate of authentication on such Bond shall have been so executed. SECTION II. Section 3 of the Series 1986 Bond Resolution shall be deleted in its entirety and a new Section 3 shall be and hereby is adopted to read in its entirety as follows: SECTION 3. The form and tenor of the Series 1986 Bonds shall be substantially as follows (all blanks to be properly completed prior to the printing of the Series 1986 Bonds): UNITED STATES OF AMERICA STATE OF INDIANA, COUNTY OF ST. JOSEPH CITY OF SOUTH BEND REDEVELOPMENT DISTRICT TAX INCREMENT REVENUE BONDS OF 1986 Original Maturity Interest Date Date Rate CUSIP Registered Owner: Principal Sum: No. The City of South Bend, in St. Joseph County, State of Indiana, acting for and on behalf of the South Bend Redevelopment District (which district includes all of the territory within the corporate boundaries of the City of South Bend), for value received, hereby promises to pay to the Registered Owner stated above, or registered assigns, but solely out of taxes on real property located in the South Bend Central Allocation Area (South Bend Allocation Area No. 1A) (the 11Allocation Area ") allocated and depositied in the South Bend Central Allocation Area (South Bend Allocation Area No. 1A) Special Fund (the "Allocation Fund ") pursuant to the provisions of IC 36- 7 -14 -39 and proceeds from sale or leasing of property in the Allocation Area under IC 36- 7 -14 -22 and deposited in the Allocation Fund (these sources of revenues that will be used for payments of the Bonds shall hereinafter be referred to as the "Tax Increment ", the principal sum stated above, on the Maturity Date stated above and to pay interest thereon, from the date hereof until the principal is paid, at the Interest Rate stated above, which accrued interest is payable February 1, 1987, and semiannually thereafter on February 1, and August 1, of each year by check or draft. The principal and premium, if any, of this bond is payable at the principal office of American Fletcher National Bank and Trust Company, as Paying Agent, in the City of Indianapolis, Indiana. Interest on this bond shall be paid by check or draft mailed or delivered to the Registered Owner hereof at the address as it appears on the books kept by the Registrar for the registration and for the transfer of the Series 1986 Bonds (as defined below) (the -5- "Series 1986 Bond Register ") as of the fifteenth day of the month immediately preceding the interest payment date or at such other address as provided to the Paying Agent in writing by the Registered Owner. All payments on this bond shall be made in lawful money of the United States of America. Bonds of this issue maturing on and after February 1, 1998, are subject to prior redemption at the option of the South Bend Redevelopment Commission (the "Commission "), in whole or in part and if in part in the inverse order of maturities and within any maturity by lot (in such manner as may be determined by the Registrar), on February 1, 1997, and on each interest payment date thereafter. The Series 1986 Bonds so redeemed shall be redeemed on such redemption date at a price of 100% of the principal amount of the bond outstanding to be redeemed plus accrued interest to the redemption date on the principal amount to be redeemed, and without premium. In case of redemption of this bond, notice of the call for any such redemption shall be given by registered or certified mail not less than thirty (30) days nor more than forty -five (45) days prior to the date fixed for redemption to the Registered Owner of this bond at the address shown on the Series 1986 Bond Register; provided, however, that failure to give such notice by mailing, or any defect therein with respect to any other bond, shall not affect the validity of any proceedings for the redemption of this bond, This bond is one of an authorized issue of Series 1986 Bonds of the South Bend Redevelopment District in the aggregate principal amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000), numbered consecutively from 86R -1 upwards, issued pursuant to Resolution No. 775 adopted by the Commission on May 23, 1986, as amended by Resolution No. 779 adopted by the Commission on July 11, 1986 (Resolution No. 775 as amended by Resolution No. 779 shall hereinafter be referred to as the "Series 1986 Bond Resolution ") and in strict compliance with the Indiana Code, for the purpose of raising money for property acquisition and redevelopment in the Allocation Area together with expenses incidental thereto and expenses in connection with the issuance of the Series 1986 Bonds, all as described in the Series 1986 Bond Resolution. Reference is hereby made to the Series 1986 Bond Resolution for a description of the nature and extent of the rights, duties and obligations of the owners of the Series 1986 Bonds, the City and the Commission and the terms on which this bond is issued, and to all the provisions of the Series 1986 Bond Resolution to which the holder hereof by the acceptance of this bond assents. This bond does not constitute a corporate obligation or �.. indebtedness of the City of South Bend, but the same is an obligation of the South Bend Redevelopment District, which is a special taxing district having the same boundaries as the City of South Bend. Subject to the provisions for registration, this bond is negotiable under the laws of the State of Indiana. The principal of and premium, if any, and interest on this bond and all other bonds of the Series 1986 Bond issue, certain Tax Increment Revenue Bonds of 1985 issued on December 23, 1985 in the aggregate principal amount of Four Million Two Hundred Thousand Dollars ($4,200,000) pursuant to Resolution No. 747 and Amending Resolution Nos. 752, 755 and 756 adopted the 23rd day of August, 1985, the 18th day of November, 1985, the 22nd day of November, 1985 and the 20th day of December, 1985, respectively, which bonds in the amount of Four Million Two Hundred Thousand Dollars ($4,200,000) are outstanding as of May 1, 1986 and will mature at various amounts annually on February 1 of each year beginning on February 1, 1990 through and including February 1, 2003, ranking on a parity herewith and any bonds hereafter issued ranking on a parity herewith are payable solely out of the Tax Increment. In the manner provided in the Series 1986 Bond Resolution, the Series 1986 Bond Resolution and the rights and obligations of the Commission and of the owners of the Series 1986 Bonds, may (with certain exceptions as stated in the Resolution) be modified or amended with the consent of the owners of 60% in aggregate principal amount of outstanding Series 1986 Bonds exclusive of Series 1986 Bonds, if any, owned by the Commission or the City. Additional bonds ranking on a parity with the Series 1986 Bonds and other bonds, junior to the Series 1986 Bonds can be issued in accordance with the terms of the Series 1986 Bond Resolution. The terms and provisions of this bond are continued on the reverse side hereof and such continued terms and provisions shall for all purposes have the same effect as though fully set forth at this place. It is hereby certified and recited that all acts, conditions and things required by law and the Constitution of the State of Indiana to be done precedent to and in the execution, issuance, sale and delivery of this bond have been properly done, happened and performed in regular and due form as prescribed by law, and that the issuance of this bond by the South Bend Redevelopment District does not cause any constitutional or statutory limitation of indebtedness to be exceeded. This bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Series 1986 Bond Resolution authorizing this bond until this bond shall have been herein below endorsed manually by the Registrar. ... IN WITNESS WHEREOF, the South Bend Redevelopment Commission has caused this bond to be executed in the name of the City of South Bend, acting for and on behalf of the South Bend Redevelopment -7- District, by the manual or facsimile signature of the Mayor of said City and attested by the manual or facsimile signature of the Controller of said City, and has caused the seal of said City to be impressed or a facsimile thereof to be printed herein. DATED: CITY OF SOUTH BEND BY: Mayor Seal of the City ATTEST: Controller Registrar's Certificate of Authentication This bond is one of the Series 1986 Bonds described in the within mentioned Series 1986 Bond Resolution. Dated: Registrar BY: Authorized Representative (Reverse of Bond) , as This bond is one of an authorized issue of Series 1986 Bonds of the South Bend Redevelopment District in the aggregate principal amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000), numbered consecutively from 86R -1 upwards, issued pursuant to Resolution No. 775 adopted by the Commission on May 23, 1986, as amended by Resolution No. 779 adopted by the Commission on July 11, 1986 (Resolution No. 775 as amended by Resolution No. 779 shall hereinafter be referred to as the "Series 1986 Bond Resolution ") and in strict compliance with the Indiana Code, for the purpose of raising money for property acquisition and redevelopment in the Allocation Area together with expenses incidental thereto and expenses in connection with the issuance of the Series 1986 Bonds, all as described in the Series 1986 Bond Resolution No. 775. am This bond is transferable or exchangeable only upon the Series 1986 Bond Register by the Registered Owner hereof in person, or by his attorney duly authorized in writing, upon surrender of this 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. This bond 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 this bond if it has been 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 and the Registrar may treat and consider the person in whose name this bond is registered as the absolute owner hereof for all purposes including for the purpose of receiving payment of, or on account of, the principal hereof and interest due hereon. The Series 1986 Bonds maturing in any one year are issuable only in fully registered form in the denomination of $5,000 or any integral multiples thereof not exceeding the aggregate principal amount of the Series 1986 Bonds maturing in such year. The following abbreviation, when used in the inscription of the face of this bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN. COM. as tenants in common TEN. ENT. as tenants by the entireties JT. TEN. as joint tenants with right of survivorship and not as tenants in common UNIF. GIFT MIN. ACT Custodian (Cust.) (Minor) under Uniform Gifts to Minors Act of (State) Additional abbreviations may also be used although not in the above list. Assignment For value received, the undersigned hereby sells and transfers unto Please print or typewrite name and address of transferree) this bond and all rights thereunder and hereby irrevocably constitutes and appoints attorney, to transfer this bond on the books kept for the registration hereof with full power of substitution in the premises. Date: (Notice: The signature above must correspond with the name of the Registered Owner as it appears on the front of this bond in every particular without alteration or enlargement or any change whatsoever.) Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. SECTION III. Resolution No. 775 shall remain in all other respects as adopted on May 23, 1986. Approved this 11th day of July, 1986, at a meeting of the South Bend Redevelopment Commission. SOUTH BEND REDEVELOPMENT COMMISSION xoman eiasecxl, Secretary July 11, 1986 -10-