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HomeMy WebLinkAbout$11,000 Multifamily Housing Revenue Refunding Bonds The Pointe at St Joseph Project ORDINANCE NO. 7937-88 Passed by the Common Council of the City of South Bend, Indiana_ November 28, IC)88 Attest: `"` City Clerk IRENE K. GAMMON / Attest: – _ – ---�—'==-= President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana_ November 29 =988 `J City Clerk IRENE K. GAMMON Approved and signed by me �� b = �9 VF 4.4 Mayor • • ORDINANCE NO. 11 3 7 4' ORDINANCE OF THE CITY OF SOUTH BEND, INDIANA RE: $11,000,000 CITY OF SOUTH BEND, INDIANA MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (THE POINTE AT ST. JOSEPH PROJECT) SERIES A AND SERIES B AND NOT MORE THAN $625,000 CITY OF SOUTH BEND, INDIANA MULTIFAMILY HOUSING REVENUE BONDS (THE POINTE AT ST. JOSEPH PROJECT) SERIES A AND SERIES B THIS ORDINANCE AUTHORIZES: 1. THE ISSUANCE AND SALE OF TWO SERIES OF MULTIFAMILY HOUSING REVENUE REFUNDING BONDS IN THE AGGREGATE PRINCIPAL AMOUNT OF ELEVEN MILLION DOLLARS ($11, 000, 000) FOR THE PURPOSE OF LOANING THE PROCEEDS TO CAN-AMERICAN SOUTH BEND LIMITED PARTNERSHIP (THE "OWNER" ) TO REFUND IN PART THE ISSUER'S $11, 000, 000 MULTIFAMILY HOUSING REVENUE BONDS (RAINTREE POINT ASSOCIATES, LTD. PROJECT) ORIGINALLY ISSUED PURSUANT TO ORDINANCE NO. 7568-85 AND REMARKETED PURSUANT TO ORDINANCES NO. 7857-88 AND NO. 7917-88, TO FINANCE THE ACQUISITION AND CONSTRUCTION OF A MULTIFAMILY RENTAL HOUSING PROJECT TO BE LOCATED IN THE CITY OF SOUTH BEND, INDIANA; AND 2 . THE ISSUANCE AND SALE OF TWO SERIES OF MULTIFAMILY HOUSING REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT EXCEEDING SIX HUNDRED AND TWENTY-FIVE THOUSAND DOLLARS ($625, 000) FOR THE PURPOSE OF LOANING THE PROCEEDS THEREOF TO THE DEVELOPER TO FINANCE THE ACQUISITION AND CONSTRUCTION OF A MULTIFAMILY RENTAL HOUSING PROJECT TO BE LOCATED IN THE CITY OF SOUTH BEND, INDIANA; AND 3. THE EXECUTION AND DELIVERY OF A TRUST INDENTURE, FIRST SUPPLEMENTAL TRUST INDENTURE, LOAN AGREEMENT, TWO BOND PURCHASE AGREEMENTS AND AN AMENDED AND RESTATED REGULATORY AGREEMENT; AND 4 . OTHER MATTERS RELEVANT TO THE ISSUANCE AND SALE OF THE BONDS. STATEMENT OF PURPOSES OF INTENT PREMISES The City of South Bend, Indiana (the "City" ) is empowered under 36-7-12-1 et. seq. of the Indiana Statutes, as amended (the "Act" ) , to assist in the financing of economic development • facilities through the issuance of its revenue bonds. By Ordinance No. 7468-85, and in accordance with a Trust Indenture dated as of December 15, 1985 (the "Original Indenture") the City heretofore issued its Multifamily Housing Revenue Bonds (Raintree Point Associates, Ltd. Project) (the "Original Bonds" ) for the purpose of loaning the proceeds thereof pursuant to a Loan Agreement dated as of December 15, 1985 (the "Original Loan Agreement" ) to Raintree Point Associates, Ltd. , an Indiana limited partnership (the "Original Developer" ) to finance the acquisition and construction of a multifamily rental housing project to be located on approximately 7 . 5 acres on Parcel "A" (in the East Bank Development Area of the City (the "Project" ) , to be occupied in part by persons of low and moderate income in accordance with Section 103 (b) (4) (A) of the Internal Revenue Code of 1954, as amended. By Ordinances No. 7857-88 and No. 7917-88 the City authorized (i ) the remarketing of the Original Bonds as reissued bonds (the "Remarketed Bonds" ) on March 15, 1988 and September 15, 1988, respectively, and (ii) certain amendments to the Original Indenture and Original Loan Agreement. In connection with the sale of the Remarketed Bonds on March 15, 1988, all right and interest of the Original Developer in the Project and Loan Agreement was assigned to Can-American South Bend Limited Partnership, a Minnesota limited partnership (the "Owner" ) . The Owner has requested that the City, pursuant to the Act, issue its Multifamily Housing Revenue Refunding Bonds (The Pointe at St. Joseph Project) Series A in the aggregate principal amount of $9, 155, 000 (the "Refunding A Bonds" ) , a Multifamily Housing Revenue Refunding Bond (The Pointe at St. Joseph Project) Series B in the aggregate principal amount of $1, 845, 000 (the "Refunding B Bond" ) , Multifamily Housing Revenue Bonds (The Pointe at St. Joseph Project) Series A in an aggregate principal amount not to exceed $525, 000 (the "New Money Series A Bonds" ) , and a Multifamily Housing Revenue Bond (The Pointe at St. Joseph Project) Series B in an aggregate principal amount not to exceed $100, 000 (the "New Money B Bond" ) . The Refunding A Bonds and Refunding B Bond are collectively referred to as the "Refunding Bonds", and the New Money A Bonds and New Money B Bond are collectively referred to as the "New Money Bonds" . Collectively, the Refunding Bonds and New Money Bonds are referred to herein as the "Bonds" . The Refunding Bonds are proposed for the purpose of loaning thereof the proceeds to the Owner to refund in part the Remarketed Bonds, and to permit the unexpended proceeds of the Original Bonds to be utilized by the Owner for the acquisition, construction and equipping of approximately 192 units of the Project (the "Refunding Project" ) . The New Money Bonds are proposed for the purpose of loaning the proceeds thereof to the Owner for the acquisition, construction and equipping of - 2 - approximately 10 units of the Project (the "New Money Project" ) , to be occupied in part by low and moderate income residents in accordance with Section 142 (d) of the Internal Revenue Code of 1986, as amended. Forms of the following documents relating to the Refunding Project or the New Money Project, and the Refunding Bonds or New Money Bonds have been submitted to this Common Council by the Economic Development Commission of the City and are on file in the office of the City Clerk: (a) a Loan Agreement (the "Loan Agreement" ) , proposed to be dated December 1, 1988 and entered into between the City and the Owner relating to the loan of the proceeds of the Refunding Bonds and New Money Bonds to the Owner; (b) an Indenture of Trust (the "Indenture" ) , proposed to be dated December 1, 1988 and entered into between the City and Southeast Bank, N.A. , as trustee (the "Trustee" ) authorizing and establishing the terms of the Refunding Bonds; (c) a First Supplemental Indenture of Trust (the "Supplemental Indenture" ) , proposed to be dated December 1, 1988 and entered into between the City and Trustee, authorizing and establishing the final terms of the New Money Bonds; (d) forms of the Refunding A Bonds, Refunding B Bond, New Money A Bonds and New Money B Bond; (e) a Bond Purchase Agreement related to the Refunding Bonds (the "Refunding Bond Purchase Agreement" ) by and between the City, Owner and the purchasers named therein; (f) a Bond Purchase Agreement related to the New Money Bonds (the "New Money Bond Purchase Agreement" ) by and between the City, Owner and the purchasers named therein; and (g) an Amended and Restated Regulatory Agreement (the "Regulatory Agreement" ) proposed to be dated as of December 1, 1988 by and between the Owner, City and Trustee. The Loan Agreement, Indenture, Supplemental Indenture, Refunding Bond Purchase Agreement, New Money Bond Purchase Agreement and Regulatory Agreement are hereinafter referred to as the "City Documents" . NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, THAT: - 3 - • SECTION 1. Determination of Necessity. The execution and delivery of the City Documents, and the issuance and sale of the Bonds and the application of the proceeds thereof for the above stated purposes comply with the purposes and provisions of the Act and will be a benefit to the health and welfare of the citizens of the City. Each of the Refunding Project and New Money Project constitutes an "economic development facility" under the Act. SECTION 2. The Bonds; Authorization; Terms; Price. (a) The City hereby authorizes the issuance of (i) the Refunding A Bonds in the maximum aggregate principal amount of $9, 155, 000; (ii) the Refunding B Bond in the maximum aggregate principal amount of $1, 845, 000; (iii) the New Money A Bonds in the maximum aggregate principal amount not to exceed $525, 000; and (iv) the New Money B Bond in the maximum aggregate pricipal amount not to exceed $100, 000. The final principal amount of each of the New Money A Bonds and the New Money B Bond shall be determined between the Owner and original purchasers thereof, and consented to by the Mayor, as that amount of New Money Bonds necessary to finance the New Money Project, which determination shall be deemed conclusively made by the Mayor' s execution of the Supplemental Indenture. (b) All Bonds shall be dated as of their delivery date, and shall mature as provided in the Indenture; provided that the New Money Bonds shall not be issued and delivered earlier than thirty-one days following the issuance and delivery of the Refunding Bonds. The Refunding A Bonds and New Money A Bonds shall be subject to semi-annual mandatory sinking fund redemption as provided in the Indenture Supplemental Indenture. (c) The Refunding A Bonds shall bear interest at an annual rate of 9 .75% and the Refunding B Bond shall bear interest at an annual rate of 10.25%. The New Money A Bonds and New Money B Bond shall each bear interest at annual rates not to exceed 11.00%, which rates shall be determined between the Owner and the original purchasers of such Bonds, subject to the consent of the Mayor, which determination shall be deemed conclusively made by the Mayor's execution of the Supplemental Indenture. (d) The Bonds shall be in fully registered form in such denominations as are provided in the Indenture. The Bonds shall be payable in such medium and at such places, provide such registration privileges, and be subject to redemption or prepayment prior to maturity as provided in the Indenture and the Supplemental Indenture, the terms of which are incorporated herein and shall constitute a part of - 4 - this Ordinance. The Bonds shall be limited obligations of the City and shall not constitute a general obligation of the City. (e) The Refunding Bonds are hereby authorized to be sold to the purchasers thereof at the price and upon the terms contained in the Refunding Bond Purchase Agreement. The New Money Bonds are hereby authorized to be sold to the original purchasers thereof in accordance with the New Money Bono Purchase Agreement at the prices to be determined between the Owner and the original purchasers, with the consent of the Mayor, which determination shall be deemed conclusively given by the Mayor' s execution of the New Money Bond Purchase Agreement. SECTION 3. Approval of Issuer Documents. The forms of the City Documents on file with the Clerk of the Council (the "Clerk" ) are hereby approved. The Trustee shall signify its acceptance of such documents by executing and delivering the Indenture and the Supplemental Indenture. Two copies of each City Document are on file in the office of the Clerk for public inspection. SECTION 4 . Execution and Delivery of Documents and Changes Therein. The Mayor, who is the chief executive officer of the Cites y (the "Mayor" ) , and the Clerk are hereby authorized to execute and deliver the City Documents in substantially the forms approved, with such changes and insertions in such documents as may be necessary or desirable, permitted by the Act and otherwise by law, and not materially adverse to the City, and consented to by the Mayor, which consent shall be deemed conclusively given upon execution of the applicable document. SECTION 5. Execution of Bonds. The Mayor and Clerk shall execute, seal and deliver the Bonds in substantially the form set forth as Exhibits to the Indenture or Supplemental Indenture. The signatures of the Mayor and Clerk on the Bonds may be by manual or facsimile signature. SECTION 6. Approval of Filings and Submissions with Other Governmental Agencies. The Mayor and the Clerk, members, staff and counsel for the City, or any of them, are authorized on behalf of the City to apply for such rulings, orders and approvals and file or submit such elections or other documents to any governmental agency, in order that the Bonds may be validly issued and sold so that the interest thereon shall be excludable from the calculation of gross income of the holders thereof for federal income tax purposes, and execute such powers of attorney as may be appropriate in connection with the foregoing. SECTION 7 . Authorization of Other Documents. The Mayor and the Clerk, members, staff and counsel for the City, or any of - 5 - • them, are hereby authorized to execute and deliver such other certificates, documents, instruments and opinions and other papers as may be required by the City Documents, or as may be necessary or covenient to effectuate the issuance, sale and delivery of the Bonds in accordance with the terms of the aforementioned documents. SECTION 8. Conflict and Effectiveness . All ordinances and parts of ordinances or other proceedings of the Common Council in conflict herewith are repealed to the extent of such conflict. This Ordinance shall become effective upon adoption. SECTION 9 . Definitions. The words used herein and in the premises shall have, where not otherwise indicated, those meanings established in the Indenture or Supplemental Indenture. SECTION 10. Ordinance. This Ordinance shall be in full force and effect from and after its passage by the Common Council and approval by the Mayor. Dated: November , 1988 ;� Membr of the Common Council APPROVAL Dated: November , 1988 Mayor Fared In Clerk's °file 1st READING 1/'- / Y--?j) NOV 9 1988 PUBLIC HEARING ( 2nd READING, !( _ _ - 6 - kli NOT APPROVED A4; REFERRED r K SO, ,K��w rzn�0 % PASSED ( — _ E-Ts) wad\\ -49--A\‘‘ %044 ,--\\MI'i/10;)\k /�-: � %. -:d) City of South Bend , yl';`'' % Joseph E. Kernan, Mayor ►I I L a i A1h 18fi5j Economic Development Commission Donald E. Inks Director November 9 , 1988 • South Bend Common Council County-City Bldg. South Bend, IN 46601 ATTENTION: Irene Gammon, Clerk Re: Proposed Ordinance Refunding ( $11 , 000 , 000 ) and Secondary Issue ( $625, 000) - The Pointe at St. Joseph Project Dear Mrs. Gammon: Enclosed is a letter dated November 2, 1988 , from the Law Office of Leonard, Street and Deinard pertaining to the request for the refunding of a previously issued $11, 000 , 000 Multifamily Housing Mortgage Revenue Bond, and an additional $625, 000 Revenue Bond. Further enclosed is a copy of a South Bend Economic Development Commission Resolution passed November 4 , 1988 , accompanied by several documents reflected in the Commission' s Resolution. May I request you give this Proposed Ordinance a first reading at your meeting of Monday, November 14 , 1988 . R= " •ectfully, KEN E P. FEDDER cried In Clerk's Offivu KPF:ram 'NOV 9 19$8 enc. IRENE GAMMON CITY CLEPK, SO. BFNJ► ►�` 12(X) County-City Building • South Bend. Indiana 46601 • 219/284-933.5 Jerry Hammes Al B. Paszek Walter A. Mucha Carl Ellison Carolyn Anderson Kenneth Fedder President Vice President Secretary Counsel fanmmtttrt grpnrt coo the Cumin Countil of tip fair of*outlh Beal: Your Committee of the Whole to whom was referred BILL NO. 119-88 A BILL OF THE CITY OF SOUTH BEND, INDIANA, RE: $11,000,000 CITY OF SOUTH BEND, INDIANA, MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (THE POINTE AT ST. JOSEPH PROJECT) SERIES A AND SERIES B AND NOT MORE THAN $625,000 CITY OF SOUTH BEND, INDIANA MULTIFAMILY HOUSING REVENUE BONDS (THE POINTE AT ST. JOSEPH PROJECT) SERIES A AND SERIES B. Respectfully report that they have examined the matter and that in their opinion This bill should be recommended to the Council favorable. Thomas Zakrzewski Chairman FREE PRESS PUBLISHING CO.