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HomeMy WebLinkAbout8499-94 Authorizing Multifamily Housing Revenue Refunding Bonds ORDINANCE No. 8499-94 Passed by the Common Council of the City of South Bend, Indiana_ May 9, 19 94 Attest: 4-Q-e-,..12_. City Clerk IRENE K. GAMMON //i Attest: / / President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana— May 10, 94 19 4_,- K City Clerk IRENE K. GAMMON Approved and signed by me 5-70 199 �_� 'uyt`` 4...,4.4.44.....—, Mayor ,. ORDINANCE NO. j' 9F- 9 AN ORDINANCE authorizing the City of South Bend, Indiana to issue its Multifamily Housing Revenue Refunding Bonds (The Pointe at St. Joseph Project), Issue of 1994, Series A, B, C and D in the aggregate principal amount not exceeding $12,920,485 and approving and authorizing other actions in respect thereof. STATEMENT OF PURPOSE AND INTENT: The City is a municipal Corporation and political subdivision of the State of Indiana, and by virtue of Title 36, Article 7, Chapters 11.9 and 12 of the Indiana Code, as amended (the "Act"), is authorized and empowered to adopt this Ordinance and to carry out its provisions. The South Bend Economic Development Commission adopted a resolution which has been transmitted to this Common Council finding that the refinancing of certain existing economic development facilities, consisting of the 202 unit multifamily low and moderate income housing facility located on 7-1/2 acres of land on the east bank of the St. Joseph River in South Bend, Indiana (the "Project") and owned by Can-American South Bend Limited Partnership, a Minnesota limited partnership (the "Partnership"), by the issuance of multifamily housing revenue refunding bonds of the City of South Bend will be of benefit to the general welfare of the City of South Bend and its citizens and complies with the purposes and provisions of the Act; and The South Bend Economic Development Commission has approved by such resolution adopted April 15, 1994, the following: (1) Second Supplemental Trust Indenture (the "Indenture"), including the form of bonds therein, between the City of South Bend and First Union National Bank of Florida, located in Jacksonville, Florida, as Trustee, and 1st Source Bank, located in South Bend, Indiana, as Co-Trustee (the "Bond Trustee"); (2) First Supplemental Loan Agreement (the "Loan Agreement") between the City of South Bend and the Partnership, and recognizing the issuance of the Note of the Partnership to the City; (3) Bond Exchange Agreement among the City of South Bend, the Partnership and Nuveen Municipal Value Fund, Inc.; and (4) This Bond Ordinance; such documents being hereinafter referred to collectively as the "Financing Agreements" referred to in the Act; 247872.01.06 2006567/RGoss:5/2/94 NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, ST. JOSEPH COUNTY, INDIANA,AS FOLLOWS: Section 1. It is hereby found that the refinancing of the Project as more specifically provided in the Financing Agreements and previously approved by the South Bend Economic Development Commission and presented to this Common Council, the issuance and sale of revenue refunding bonds by the City of South Bend pursuant to the Act, the loan of the net proceeds thereof to the Partnership for the purpose of the prepayment of existing bonds of the City, and for the repayment of said loan by the Partnership to be evidenced and secured by the Loan Agreement and Note of the Partnership will be of benefit to the welfare of the City of South Bend and its citizens and complies with the purposes and provisions of the Act. Section 2. The forms of the Financing Agreements approved by the South Bend Economic Development Commission are hereby approved and all such documents are incorporated herein by reference, two copies of which shall be kept on file by the City Clerk and available for public inspection in accordance with Indiana Code Section 36-1-5-4. Section 3. The City of South Bend shall issue pursuant to the Act its Multifamily Housing Revenue Refunding Bonds (The Pointe at St. Joseph Project), Issue of 1994, Series A, B, C and D in an aggregate principal amount not exceeding $12,920,485 (the "Bonds") for the purpose of obtaining funds to loan to the Partnership in order to refinance the Project, as more particularly set out in the Loan Agreement, which Bonds will be payable as to principal, premium, if any, and interest solely from the payments made by the Partnership pursuant to the Loan Agreement and its Note in the aggregate principal amount of the Bonds which will be executed and delivered by the Partnership to evidence and secure said loan, and as otherwise provided in the above-described Indenture. The Bonds shall mature on December 15, 2018, shall be subject to such other provisions as are set forth in the Indenture as executed. $9,155,000 Series A Bonds shall bear interest at the rate of 7.50% per annum; $500,000 Series B Bonds shall bear interest at the rate of 7.75% per annum; $3,168,570 Series C Bonds shall bear interest at the rate of 3.85% per annum; and $96,915 Series D Bonds shall bear interest at the rate of 4.00% per annum. The Bonds shall never constitute a general obligation of, an indebtedness of, or charge against the general credit of the City of South Bend, Indiana. Section 4. The Mayor and Clerk are authorized and directed to sell the Bonds to the purchaser thereof pursuant to the Bond Exchange Agreement, and at a price of 100% of the principal amount thereof. Section S. The Mayor and Clerk are authorized and directed to execute the documents constituting the Financing Agreements which require their signature, and their execution is hereby confirmed on behalf of the City of South Bend and any other documents which may be necessary or desirable to consummate the transaction, including the Bonds authorized herein. The Clerk is authorized to arrange for the delivery of such Bonds to the purchasers thereof upon payment therefor which will be made to the Trustee. The Mayor and Clerk may by their execution of the Financing Agreements and the Bonds approve -2- • changes therein without further approval of this Common Council or the South Bend Economic Development Commission if such changes do not effect the terms set forth in Sections 27(a)(1) through 27(a)(10) of IC 36-7-12. Section 6. This Common Council further finds that the refinancing of the Project will not have an adverse competitive impact on other facilities of the same kind already operating in the same market area, that the refinancing will help retain existing employment and will be of benefit to the health and general welfare of the City. Section 7. The City of South Bend hereby calls the Prior Bonds (as defined in the Indenture) for redemption on the date set forth in the Bond Exchange Agreement, the Bondholder by the execution thereof, having waived notice of call. Section 8. The provisions of this Ordinance and the Indenture securing the Bonds shall constitute a contract binding between the City of South Bend and the owners of the Bonds, and, except as provided in the Indenture or Loan Agreement, after the issuance of said Bonds this Ordinance shall not be repealed or amended in any respect which would adversely affect the right of such owners so long as any of said Bonds or the interest thereon remains unpaid. All ordinances in conflict with this Ordinance are repealed to the extent of such conflict. Section 9. This Ordinance shall constitute the approval of the Bonds pursuant to Section 147(f) of the Internal Revenue Code of 1986. Section 10. This Ordinance shall be in full force and effect from and after compliance with procedures required by law. Ali AI -mber of Co if ' Council Filed In Clerk's Office 1st READING s'/a 6/9Y MAY 9 1994 PUBLIC HEARING S'/i9 /7 3 rd READING 519,4a'SC OANION NOT APPROVED -3- CITY CLEREK,SO.B ND,/N. REFERRED PASSED S 9/nom,q-c ca...os-eil .,edo � BOND EXCHANGE AGREEMENT The undersigned Nuveen Municipal Value Fund, Inc. (the "Bondholder ") is the owner of $11,000,000 Multifamily Housing Revenue Refunding Bonds (The Pointe at St. Joseph Project) Series A and Series B, dated December 15, 1988, and $555,000 Multifamily Revenue Bonds (The Pointe at St. Joseph Project) Series A and Series B, dated January 25, 1989 (the "Prior Bonds "), issued by the undersigned City of South Bend, Indiana (the "Issuer ") pursuant to a certain Trust Indenture between the Issuer and First Union National Bank of Florida, (as successor to Southeast Bank, N.A.,) as trustee (the "Trustee ") and Irwin Union Bank and Trust Company, as co- trustee, dated as of December 1, 1988, as amended and supplemented from time to time. The Prior Bonds were issued for the purpose of funding the construction of a 202 -unit multifamily housing project (the "Project") in downtown South Bend, Indiana. The Project is owned by the undersigned Can - American South Bend Limited Partnership, a Minnesota limited partnership (the "Owner "). The Owner and the Bondholder have agreed that it is necessary to reduce the cashflow requirements of the Project used for the servicing of debt and for that reason they have agreed that the Prior Bonds would be refunded by the issuance by the Issuer of $12,920,485 Multifamily Housing Revenue Refunding Bonds (The Pointe at St. Joseph Project), Issue of 1994, Series A, Series B, Series C and Series D (the "1994 Refunding Bonds "). The Owner and the Bondholder have reviewed the form of the 1994 Refunding Bonds and the necessary financing documents with respect thereto. The Issuer has agreed to issue the 1994 Refunding Bonds with the understanding that upon delivery they will be exchanged for the Prior Bonds. The Bondholder herewith agrees to deliver to the Trustee all of the outstanding Prior Bonds to be held by the Trustee pending its receipt of the 1994 Refunding Bonds. The Issuer herewith directs the Trustee, upon receipt of the 1994 Refunding Bonds, to cancel all outstanding Prior Bonds to deliver the 1994 Refunding Bonds to or on the order of the Bondholder and to deliver to the Bondholder, the Owner and the Issuer a Certificate of Cancellation evidencing such cancellation. The Owner agrees to pay to the Trustee for the account of the Issuer accrued interest on the Prior Bonds, dated as of December 15, 1988, in the amount of $ payable 247934.01.04 2006567/RHG:4/27/94 t to and including May 11, 1994, which accrued interest will be paid over to the Bondholder on May 12, 1994. Interest on the 1994 Refunding Bonds will accrue from and after May 12, 1994. The Owner has executed and will deliver to the Trustee its $12,920,485 principal amount 1994 Refunding Note (the "Note ") securing the payment of the 1994 Refunding Bonds. The Trustee is hereby directed to receive the Note in exchange for the note of the Owner (the "Prior Note ") delivered in connection with the issuance of the Prior Bonds, to deliver the Prior Note, marked "cancelled" to the Owner, and to hold the Note as security for the 1994 Refunding Bonds. ACCEPTED AND AGREED TO THIS CITY OF SOUTH BEND, INDIANA M. MAYOR CAN - AMERICAN SOUTH BEND LIMITED PARTNERSHIP BY: CAN - AMERICAN SOUTH BEND CORPORATION, ITS GENERAL PARTNER DAY OF MAY, 1994. NUVEEN MUNICIPAL VALUE FUND, INC. I: AUTHORIZED SIGNER FIRST UNION NATIONAL BANK OF FLORIDA AS TRUSTEE M. ffommittir Irport c10 t4c Tamum Toundl of t4f QIUH of .0out4 N etub: of the Whole Your Committee to whom was referred - BILL NO. 47 -94 SECOND READING ON A BILL AUTHORIZING THE CITY OF SOUTH BEND, INDIANA TO ISSUE ITS MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (THE POINTE AT ST. JOSEPH PROJECT), ISSUE OF 1994, SERIES A, B, C AND D IN THE AGGREGATE PRINCIPAL AMOUNT NOT EXCEEDING $12,920,485.57 AND APPROVING AND AUTHORIZING OTHER ACTIONS IN RESPECT THEREOF. Respectfully-report that they have examined the matter and that in their opinion This bill has been recommended to the Council favorable. Roland Kelly Chairman