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HomeMy WebLinkAboutRevenue Bonds Raintree Point Associates ORDINANCE No. 7917-88 Passed by the Common Council of the City of South Bend, Indiana September 12, ig 88 Attest: 44-t-t-,e, City Clerk IRENE K. GAMMON Attest: President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana September 13, rg 88 City Clerk IRENE K. GAMMON Approved and signed by me ig f11r /ii/ii.. Mayor 10 ORDINANCE NO. ICI Ii -$'$ ORDINANCE OF THE CITY OF SOUTH BEND, INDIANA, RE: $11,000,000 CITY OF SOUTH BEND, INDIANA MULTIFAMILY HOUSING REVENUE BONDS (RAINTREE POINT ASSOCIATES, LTD. PROJECT) THIS ORDINANCE AUTHORIZES: 1. THE REMARKETING AND REISSUANCE OF MULTIFAMILY HOUSING REVENUE BONDS IN THE PRINCIPAL AMOUNT OF ELEVEN MILLION DOLLARS ($11,000, 000 ) ORIGINALLY ISSUED PURSUANT TO ORDINANCE NO. 7568-85 AND REMARKETED PURSUANT TO ORDINANCE NO. 7857-88 TO FINANCE THE ACQUISITION AND CONSTRUCTION OF A RESIDENTIAL MULTIFAMILY HOUSING RENTAL PROJECT TO BE LOCATED IN THE CITY OF SOUTH BEND, INDIANA; AND 2. THE EXECUTION AND DELIVERY OF A SECOND SUPPLEMENTAL TRUST INDENTURE, SECOND AMENDMENT TO LOAN AGREEMENT AND THIRD AMENDMENT TO CONTRACT FOR SALE OF LAND FOR PRIVATE DEVELOPMENT; AND 3. OTHER MATTERS RELEVANT TO THE REMARKETING AND REISSUANCE 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 Ordi- nance No. 7568-85, and in accordance with a Trust Indenture dated as of December 15, 1985 (the "Original Indenture" ) the City here- tofore 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 an approximately 204-unit multifamily residential rental housing project to be located in 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 (the "Code" ) . By Ordinance No. 7857-88 the Issuer authorized ( i ) the remarketing of the Original Bonds as reissued bonds ( the "Remarketed Bonds" ) on March 15, 1988 ( the "Second Conversion Date" ) ; (ii) amendment of the Original Indenture by a First Sup- plemental Trust Indenture dated as of March 14, 1988 ( the Original Indenture, as amended, being the "Indenture" ) ; (iii) amendment of the Original Loan Agreement by a First Amendment to Loan Agreement dated as of March 14, 1988 (the Original Loan Agreement, as amended, being the "Loan Agreement" ) ; and ( iv) a Second Amendment to Contract for Sale of Land for Private Development. In connection with the sale of the Remarketed Bonds, 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 "Developer" ) . The Remarketed Bonds by their terms are required to be redeemed on September 15, 1988 ( the "Second Conversion Date" ) . To receive additional time to obtain a long term buyer of the Remarketed Bonds or credit enhancer the Developer has requested the Issuer to allow the remarketing of the Remarketed Bonds on September 15, 1988 as reissued bonds (the "Bonds" ) in accordance with the Indenture as amended by a Second Supplemental Trust Indenture to be dated as of September 15, 1988 (the "Second Supplemental Indenture" ) and the Loan Agreement, as amended by a Second Amendment to Loan Agreement to be dated as of September 15, 1988 (the "Second Loan Agreement Amendment" ) . NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, THAT: SECTION 1. Determination of Necessity. The amendment of the Indenture and Loan Agreement by the Second Supplemental Indenture and Second Loan Agreement Amendment, respectively, and the remarketing and sale of the Bonds on the Second Conversion Date to assist in financing of the Project complies with the pur- poses and provisions of the Act and will be a benefit to the health and welfare of the citizens of the City. The Project con- stitutes an "economic development facility" under the Act and will consist of the acquisition and construction of an approxi- mately 204-unit multifamily residential housing complex located at 7. 5 acres, more or less, Parcel "A" in the East Bank Develop- ment Area. The remarketing of the Bonds is required in order that the Project be constructed. SECTION 2. Remarketing of Bonds. The remarketing and reissuance of the Bonds in accordance with the Indenture, as amended by the First Supplemental Indenture is hereby approved. The Bonds shall be nominally dated as of December 15, 1988 and authenticated for remarketing as of September 15, 1988. The Bonds shall be remarketed in the aggregate principal amount of Eleven Million Dollars ($11,000, 000) on the Second Conversion Date to the extent that proceeds from remarketing are available for the purchase of the Remarketed Bonds on the Second Conversion Date. The Bonds shall mature, subject to adjustment in accordance with the Indenture, as amended, on December 15, 2013. The Bonds shall be in fully registered form in - 2 - denominations of $5,000 and whole multiples thereof. On and after the Second Conversion Date, the Bonds shall bear interest at a rate to be determined upon the sale thereof on the Second Conversion Date, but in no event shall the interest rate on the Bonds after the Second Conversion Date and prior to the Third Conversion Date (as defined in the Indenture, as amended) exceed ten percent (10%) per annum. From and after the Third Conversion Date, the Bonds shall bear interest at such rates as shall be determined in accordance with the applicable provisions of the Indenture, as amended, which provisions are hereby specifically approved by the City and incorporated herein. 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, as amended, the terms of which are incorporated herein. The Bonds shall be limited obligations of the City and shall not constitute a general obligation of the City. SECTION 3. Approval of Supplemental Indenture and Amendment to Loan Agreement. The forms of the Second Supplemental Inden- ture, Second Loan Agreement Amendment and a certain Third Amend- ment to Contract for Sale of Land for Private Development ( "Sale Amendment" ) on file with the Clerk of the Council (the "Clerk" ) are hereby approved. National Bank of Commerce as Trustee shall signify its acceptance of such documents by executing and delivering the Second Supplemental Indenture. Two copies of the Second Supplemental Indenture, Second Loan Agreement Amendment and Sale Amendment are on file in the office of the Clerk for public inspection. SECTION 4. Execution and Delivery of Documents and Changes Therein. The Mayor of the City (the "Mayor" ) , who is the chief executive officer of the City, and the Clerk are hereby authorized to execute and deliver the Second Supplemental Indenture, Second Loan Agreement Amendment and Sale Amendment in substantially the forms approved, with such changes and inser- tions in such documents as may be necessary or desirable, per- mitted by the Act and otherwise by law, and not materially adverse to the City. SECOND 5 . Remarketing and Purchase of Bonds. On the Second Conversion Date, the Bonds shall be remarketed and purchased by or on behalf of the Developer as provided in the Indenture, as amended; provided they shall not be issued to the extent that proceeds of the remarketing of the Bonds are insufficient to pur- chase all Remarketed Bonds on the Second Conversion Date, in which case all Remarketed Bonds shall be redeemed on the Second Conversion Date. The Mayor and Clerk shall execute, seal and deliver the Bonds in substantially the form set forth as an Exhibit to the Second Supplemental Indenture upon the receipt by the Trustee of proceeds sufficient to purchase all Remarketed Bonds on the Second Conversation Date. The signatures of the Mayor and Clerk on the Bonds may be manual or facsimile signatures. - 3 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 remarketed and purchased on the Second Conversion Date and so that the interest thereon shall be excludable from the calcula- tion 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 them, are hereby authorized to execute and deliver such other certificates, documents, instruments and opinions and other papers as may be required by the Second Supplemental Indenture or Second Loan Agreement Amendment, or as may be necessary or con- venient to effectuate the purchase and remarketing 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 Second 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: September 12, 1988 (: 1��•�_• ember of the Common Council APPROVAL Dated: September 12, 1988 Mayor 10 READING 0( - 1 g PUBLIC HEARING Q- \ - % 2nd READING .- i Z- % NOT APPROVED REFERRED PASSED 9__ \Z- Cs �a �- .C+, - 4 - 1\