Loading...
HomeMy WebLinkAboutAuthorzing the Economic Development Revenue Bonds National Composites Inc ORDINANCE NO. 8259-92 Passed by the Common Council of the City of South Bend, Indiana. April 28, 92 '9 Attest: �" `"� '` ` �'"� City Cler k IRENE K. GAMMON Attest: eye-e-•-) % President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana -_ April 29, 92 i9 City Clerk IRENE K. GAMMON Approved and signed by me April 30 �9 92 j414- l Mayor ORDINANCE NO. va SS-Q,k AN ORDINANCE AUTHORIZING THE CITY OF SOUTH BEND, INDIANA, TO ISSUE ITS "CITY OF SOUTH BEND, INDIANA, ECONOMIC DEVELOPMENT REVENUE BONDS, (NATIONAL COMPOSITES, INC. PROJECT) " , LOAN THE PROCEEDS THEREOF TO NATIONAL COMPOSITES, INC. , AN INDIANA CORPORATION, AND AUTHORIZING AND APPROVING OTHER ACTIONS IN RESPECT THERETO STATEMENT OF PURPOSE AND INTENT: The City of South Bend, Indiana (the "City") , is a municipal corporation and political subdivision of the State of Indiana and by virtue of IND. CODE 36-7-11.9 and IND. CODE §§ 36-7-12-1 et seq. , as amended (the "Act") , is authorized and empowered to adopt this ordinance (the "Bond Ordinance") and to carry out its provisions. National Composites, Inc. , an Indiana corporation (the "Borrower") desires to finance acquisition and installation of equipment for use in its manufacturing operations conducted at 2629 Foundation Drive, South Bend, Indiana (the "Project") . The Borrower has duly filed its application with the City for the issuance of bonds (the "Bonds") to finance the Project and costs related thereto and to the issuance of the Bonds. The South Bend Economic Development Commission (the "Commission") had rendered its report concerning the proposed financing of economic development facilities for Borrower. The Commission, after a public hearing held on April 24, 1992, has adopted a Resolution, which has been transmitted to this Council, (i) finding that the acquisition and installation of the proposed economic development facilities described in said report will not have an adverse competitive effect on any similar facilities already constructed or operating in or about the City, (ii) further finding that the proposed economic development revenue bond financing of such facilities will be of benefit to the health and general welfare of the City and its citizens, (iii) further finding that the proposed economic development revenue bond • recommending that this Council find that the proposed economic development revenue bond financing of such facilities will be of benefit to the health and general welfare of the City and its citizens, and complies with the purposes and provisions of the Act, and that this Council adopt an ordinance approving such financing. The Borrower has forwarded to this Common Council the forms of (1) a Loan Agreement dated as of May 1, 1992 between the City and the Borrower, providing for the loan by the City to the Borrower of the proceeds of the Bonds; (2) the Trust Indenture dated as of May 1, 1992 (the "Indenture") , between the City and Society Bank, Indiana, as Trustee providing for the issuance of the Bonds by the City, the terms applicable thereto and the security for the Bonds; (3) the form of the Bonds (as set forth in the Indenture) ; (4) the Mortgage and Security Agreement from the Borrower in favor of the Trustee to secure Borrower's obligations under the Loan Agreement; and (5) the Purchase Contract (the "Purchase Agreement") , among Shelby, Kerns, Frederick & Shelby, on behalf of the Underwriters (as defined therein) (the "Underwriter") , the City and the Borrower, providing for the sale of the Bonds (the foregoing documents are hereinafter referred to, collectively, as the "Loan Documents" and are incorporated in this Bond Ordinance by this reference) . NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, THAT: Section 1. Findings; Public Benefits. The Common Council of the City hereby finds and determines that (i) the Project constitutes "economic development facilities" within the meaning of the Act and such facilities would not have an adverse competitive effect on any similar facilities already constructed or operating in or about the City, and (ii) the proposed Bond financing would be of benefit to the health and general welfare of the City and its citizens and would comply with purposes and provisions of the Act. Section 2. Authorization of the Bonds. This Common Council Bonds are hereby authorized to be issued, sold and delivered for the purposes described in the Loan Documents. Section 3 . Terms of the Bonds. The Bonds shall be substantially in the form set forth in the Indenture and shall (i) be in the aggregate principal amount not to exceed $6, 500, 000, (ii) be dated as of May 1, 1992, (iii) be executed at or prior to the closing date by the manual or facsimile signatures of the Mayor and Clerk of the City, and bear an original impression or facsimile of the seal of the City, (iv) bear interest from the date thereof at a fixed rate not to exceed ten percent (10%) per annum, (v) be payable as to interest on the first day of May and November of each year, (vi) mature on May 1, 2002, subject to mandatory sinking fund redemption as set forth in the Loan Documents, (vii) be issuable in $100, 000 denominations or any multiple thereof, (viii) be issued only in fully registered form, and be registered as provided in the Loan Documents, (ix) be payable through such medium and at such places as provided therein, and (x) be subject to redemption as provided in the Loan Documents. The Bonds and the interest thereon do not and shall never constitute an indebtedness of, or a charge against the general credit or taxing power of, the City, but are limited obligations of the City payable solely from revenues and other amounts derived from the Loan Documents. Section 4 . Sale of the Bonds. The Mayor and the Clerk are hereby authorized and directed to issue and sell the Bonds to the Underwriter as the original purchaser thereof pursuant to the Indenture and the Purchase Agreement in substantially the forms submitted to this Common Council, which are hereby approved in all respects. The sale and delivery of the Bonds pursuant to the Purchase Agreement are hereby approved. The issuance and distribution of the Preliminary Official Statement with respect to the proposed Bonds, substantially in the form provided to this Common Council (and incorporated herein by this reference) , with such changes and modifications as may be authorized by the Mayor, • of the information in said document other than that relating to the "Issuer" under the caption "The Issuer" and "Litigation", and the Common Council hereby deems final said portions of the official statement, as of its date, in accordance with the provisions of Rule 15c2-12 of the Securities and Exchange Commission, and the Common Council further authorizes the distribution of the deemed final official statement and the execution, delivery and distribution of such document as further modified and amended in the form of a final official statement. Section 5. Loan Documents. In order to provide for the payment of costs of the Project and costs related thereto and to the issuance of the Bonds, as described in the Loan Documents, the loan of the proceeds of the Bonds to the Borrower, and the payment by the Borrower of amounts sufficient to pay the principal of, premium, if any, and interest on the Bonds, the Mayor and (where noted in the Loan Documents) the City Clerk shall execute and deliver in the name of and on behalf of the City, the Loan Documents in substantially the forms submitted to this Common Council, which are hereby approved in all respects, and pursuant thereto shall loan the proceeds of the sale of the Bonds to the Borrower to effect the proposed financing. Section 6. Execution. The Mayor and the Clerk are hereby authorized to execute and deliver, on behalf of the City, any necessary amendment to the Loan Documents to effectuate the intent and purpose hereof. The Mayor and Clerk are hereby authorized, without further approval of the Common Council or the City's Economic Development Commission, to approve such changes in the Loan Documents as may be permitted by Act, such approval to be conclusively evidenced by their execution thereof. Section 7 . General. The Mayor and the Clerk are each hereby authorized and directed, in the name and on behalf of the City, to execute any and all agreements, documents, and instruments, perform any and all acts, approve any and all matters, and do any and all conditions and purposes of this Bond Ordinance (including the preambles hereto and the documents mentioned herein) , the issuance and sale of the Bonds, and the securing of the Bonds under the Loan Documents. Section 8. Binding Effect. The provisions of this Bond Ordinance and the Loan Documents to which the City is a party shall constitute a binding contract between the City and the holders of the Bonds, and after issuance of the Bonds this Bond Ordinance shall not be repealed or amended in any respect which would adversely affect the rights of the holders of the Bonds as long as the Bonds or interest thereon remains unpaid. Section 9. Repeal. All ordinances or parts of ordinances in conflict herewith are hereby repealed. Section 10. Effective Date. This Bond Ordinance shall be in full force and effect immediately upon its adoption by the Common Council and approval by the Mayor. Section 11. Inspection Copies. Two copies of the Loan Documents, and the Preliminary Official Statement, incorporated into this Bond Ordinance were duly filed in the office of the Clerk of the City and are available for public inspection in accordance with IND. CODE § 36-1-5-4. SOUTH BEND COMMON COUNCIL Member ail-signed only to provide an opportunity for public discussion and Council action on the issue, BARNES&THORNBURG 600 1st Source Bank Center 100 North Michigan South Bend,Indiana 46601 (219)233-1171 TWX 810-341-3427 B&T LAW IND Telecopier(219)237-1125 April 22, 1992 Mrs. Irene K. Gammon HAND DELIVERY City Clerk 4th Floor, County-City Bldg. South Bend, Indiana 46601 Re: Ordinance Regarding City of South Bend, Indiana Economic Development Revenue Bonds (National Composites, Inc. Project) Dear Mrs. Gammon: Enclosed for filing is a proposed Ordinance authorizing the issuance of the above- referenced bonds, including two copies of each of the documents referred to in the Ordinance. We request that this matter be placed on the agenda for consideration at the Common Council meeting to be held on April 28, 1992. Due to the desire of the parties to complete this financing as quickly as possible, we respectfully request that the Ordinance be passed on the day of its introduction, April 28, under a suspension of the rules. Kenneth P. Fedder, on behalf of the South Bend Economic Development Commission, and I plan to be in attendance at the Council meeting on April 28 to respond to any questions. Please do not hesitate to call me if you need any further information. Thank you so much for your cooperation and assistance. Very truly yours, BARNES & THORNBURG E72Z6,11 Ernest J.- zarwark EJS:mdm Enclosure cc: Kenneth P. Fedder (w/Ordinance) Indianapolis Fort Wayne South Bend Elkhart Washington, D.C.