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HomeMy WebLinkAbout1998-01-21 Resolution 117• RESOLUTION NO. 117 RESOLUTION OF THE SOUTH BEND REDEVELOPMENT AUTHORITY AUTHORIZING THE ISSUANCE OF THE SOUTH BEND REDEVELOPMENT AUTHORITY LEASE RENTAL REVENUE BONDS (MORRIS PERFORMING ARTS CENTER PROJECT) AND REGARDING OTHER RELATED MATTERS WHEREAS, the South Bend Redevelopment Authority (the "Authority") has been created pursuant to I.C. 36-7-14.5 as a separate body, corporate and politic, and as an instrumentality of the City of South Bend to finance local public improvements for lease to the South Bend Redevelopment Commission (the "Commission"); and WHEREAS, the Authority intends to issue bonds in an aggregate principal amount • of approximately Thirteen Million Seven Hundred Ten Thousand and 00!100 Dollars ($13,710,000.00) pursuant to LC. 36-7-14.5-19 to be known as the "South Bend Redevelopment Authority Lease Rental Revenue Bonds (Morris Performing Arts Center Project)" (the "Bends"), the proceeds of which are to be used to finance the cost of: (i) acquiring, constructing, renovating and equipping the Morris Performing Arts Center which includes the Morris Civic Center and certain portions of the Palais Royale facility in South Bend, Indiana, and- (ii) issuing the Bonds (collectively, the "Project"); and WHEREAS, the Authority intends to lease the Project to the Commission pursuant - to an Amended and Restated Lease dated as of May 1, 1997, which was amended pursuant to an Addendum to Lease dated as of January 15, 1998 (collectively referred to herein as the "Lease"), which Lease was heretofore approved and executed by this Authority; and • WHEREAS, the Authorit ~l~~ires to authorize the issuance of the Bonds in the aggregate principal amount not to exceed Fifteen Million and 00/100 Dollars ($15,000,000.00) to provide for the financing of the Project and to appoint a Trustee for the Bonds; and WHEREAS, there has been prepared and submitted to the Authority a form of Trust Agreement to be dated as of March 1,1998, between the Authority and Norwest'Bank Indiana, N.A., South Bend, Indiana, as Trustee (the "Trust Agreement") which Trust Agreement provides for, - among other things, the issuance of such Bonds to finance the Project; and WHEREAS, a "nearly final" Official Statement dated January 27, 1998, relating to the issuance of the Bonds (the "Official Statement") has been prepared by Crowe Chizek & Co., L.L.P., as financial advisor to the Authority, and presented to the Authority; NOW, THEREFORE, BE IT RESOLVED, by this South Bend Redevelopment • Authority as follows: Section 1. In order to pay and finance. the costs of the Project and to pay costs of issuance, there is hereby authorized and there shall be executed, issued, and delivered by and on behalf of the Authority, pursuant to I.C. 36-7-14.5 et seg., the Bonds in the aggregate principal sum of Fifteen Million and 00/100 Dollars ($15,000,000.00). Presently, the Authority anticipates the Bonds to be issued in an approximate aggregate principal amount of Thirteen Million Seven Hundred Ten Thousand and 00/100 Dollars ($13,710,000.00). The final aggregate bond principal amount will be set forth in the Issuer's Certificate provided- for in Section 2 hereof. Section 2. The Bonds shall be numbered consecutively from 98R-1 upwards and shall bear interest at a rate or rates not exceeding six and one-half percent (6.50%) per annum (or such lesser per annum interest rate as the President orVice-President of the Authority may establish with the advice of its financial advisor at the time of the publication of the notice of intent to sell the -2- ::ODMA\PCDOCS\SBDOCS t \5480\1 • Bonds). The Bonds shall mature semiannt.~~11~ on February 1 and August. l in the years and in the amounts as determined by Authority prior to the publication of the notice of intent to sell the Bonds. The final maturity for the Bonds shall be February 1, 2017, or such earlier final maturity date as may be set forth in the Issuer's Certificate described herein. The terms of the Bonds shall be set forth in an Issuer's Certificate to be executed by the President or Vice-President of the Authority (the "Issuer's Certificate") prior to the sale of the Bonds. The Bonds will be fully registered in the name of CEDE & Co., as nominee of The Depository Trust Company, New York, New York, to which principal and interest payments on the Bonds will be paid. Section 3. The Bonds maturing on or after February 1, 2006, may be redeemed prior to maturity, at the option of the Authority in whole or in part in whole multiples of $5,000, in order of maturity determined by the Authority and by lot within maturities, on any date not earlier • than August 1, 2005, from any moneys made available for that purpose, at face value plus accrued interest to the date fixed for redemption together with a premium of one percent (1%) if redeemed on August 1, 2005, or thereafter on or before July 31, 2006; and without premium thereafter. At the option of the successful bidder for the Bonds, all or a portion of the Bonds may be aggregated. into one or more term bonds payable from mandatory sinking fund redemption payments (the "Term Bonds") required to be made as set forth in the Trust Agreement. The Term Bonds shall have a stated maturity or maturities on February 1 and August 1 of the years beginning February 1, 2000, through February 1, 2017, or such other years as may be set forth in the Issuer's Certificate or as determined by the successful bidder. Section 4. Norwest Bank Indiana, N.A., Fort Wayne, Indiana, is hereby appointed to serve as trustee (the "Trustee") in connection with the issuance of the Bonds to finance the Project. • -3- ::ODMA\PCDOCS\SBDOCS 1\5980\1 • The Trustee shall be charged with and sh~il by the Trust Agreement undertake the duties and responsibilities customarily associated with such position, as evidenced by the Trust Agreement. Section 5. Said Bonds shall be issued in accordance with and shall be secured by a trust agreement substantially in the form of a Trust Agreement as submitted to this meeting, with such changes as the President and the Secretary-Treasurer of the Authority deem necessary or appropriate to effectuate these resolutions and to consummate the sale of the Bonds, said officers' execution and attestation thereof to be conclusive evidence of their approval of such changes. Section 6. The Secretary-Treasurer is authorized and directed to place a copy of the Trust Agreement in the minute book immediately following the minutes of this meeting and said Trust Agreement is made a part of this Resolution as if the same were fully set forth herein. Section 7. The Official Statement is hereby approved in the form presented to the • Authority at this meeting, and the Official Statement in the form presented at this meeting is hereby deemed final for purposes of the provisions of Rule 15c2-12 of the Securities and Exchange Commission. Crowe Chizek & Co., L.L.P., is hereby authorized and directed to cause to be distributed such statement substantially in the form presented to this meeting, with such changes which are approved by the Authority's legal counsel as Crowe Chizek & Co., L.L.P., might recommend to describe adequately the Bonds and information related thereto, to all parties who in their judgment maybe interested in bidding on such Bonds; and the Authority shall place a copy of such Official Statement as presented to this meeting with the minutes of this meeting. Section 8. Prior to the sale of the Bonds, the Secretary-Treasurer of the Authority shall cause to be published a notice of intent to sell once each week for two weeks in the Tri-County News, the South Bend Tribune and The Indianapolis Commercial. The notice of such sale or a -4- ::ODMA\PCDOCS\SBDOCS 1\5980\1 • summary thereof may be published in Credit h~arkets, a financial journal published in the City and State of New York and/or in other newspapers, in the discretion of the Secretary. The notice must state that any person interested in submitting a bid for the Bonds may furnish in writing at the address set forth in the notice, the person's name, address, and telephone number, and that any such person may also furnish a telex or facsimile number. The notice must also state: - (1) the amount of the Bonds to be offered; (2) the denominations; (3) the dates of maturity; (4) the maximum rate or rates of interest; (5) the place of sale; and (6) the time within which the name, address and telephone number must be furnished, which must not be less than seven days after the last publication of the notice. Each person so registered shall be notified of the final principal maturity schedule and of the date and time bids will be received not less than twenty-four (24) hours before the date and time of sale. The notification shall be made by telephone at the number furnished by the person, and also. • by telex or facsimile if the person furnishes a telex or facsimile number. All bids for Bonds shall be sealed and shall be presented to the Secretary-Treasurer at the principal office of the Authority, and the Secretary-Treasurer shall continue to receive all bids offered until the hour fixed for the sale of the Bonds, at which time and place he shall open and consider each bid. Bidders for the Bonds shall be required to name the rate or rates of interest which the Bonds are to bear, not exceeding the maximum rate set forth herein. The interest rate on Bonds of a given maturity must be at least as great as the interest rate on Bonds of any earlier maturity. Bids specifying more than one interest rate shall also specify the amount and maturities of the Bonds bearing each rate, and all Bonds maturing on the same date shall bear the same single rate of interest. Such rate or rates of interest shall be in multiples ofone-eighth (1/8) or one-twentieth (1/20) of one percent (1%). Subject to the provisions contained below, the Secretary-Treasurer shall award the Bonds to the bidder offering the lowest net. • :ODMA\PCDOCS\SBDOCS ] \5980\ 1 -5- • interest cost to the Authority, to be dete~inco' by computing the total interest on all of the Bonds from the date thereof to their maturities and deducting therefrom the premium bid, if any, or adding thereto the amount of any discount, if any. No bid-for less than ninety-nine percent (99%) of the aggregate principal amount of the bonds, plus accrued interest at the rate or rates named to the date of delivery, will be considered. The Secretary-Treasurer shall have full right~to reject any and all bids. In the event no acceptable bid is received at the time fixed for the sale of said Bonds, the Secretary-Treasurer shall be authorized to continue to receive bids from day to day thereafter for a period not to exceed thirty (30) days, without readvertising; provided, however, that if said sale be continued, no bid shall be accepted which offers an interest cost which is equal to or higher than the best bid received at the time fixed for the sale of the Bonds. Prior to the delivery of the Bonds the Secretary-Treasurer shall be authorized to obtain a legal opinion as to the validity of the Bonds from • Baker & Daniels, bond counsel for the Authority, and to furnish such opinion to the purchaser or purchasers of the Bonds. The cost of such opinion shall be considered as part of the costs incidental to the issuance of the Bonds and shall be paid out of proceeds of said Bonds. Section 9. If the President and the Secretary-Treasurer, with the advice of the financial advisor to the Authority, determine that market conditions at the time of the sale of the Bonds are such that the Authority is able to finance the Project by issuing Bonds in an aggregate principal amount which is less than $15,000,000, then the Authority shall issue such lesser principal amount of Bonds. Section 10. After the sale of the Bonds, the President and the Secretary-Treasurer are authorized to complete the Trust Agreement and then to execute the same on behalf of the Authority. • -6- ::ODMA\I'CDOCS\SBDOCS i\5980\ i • Section 11. The President, Vice President, and Secretary-Treasurer of this Authority and each of them is hereby authorized to take all such actions and to execute all such instruments as are desirable to carry out the transactions contemplated by this Resolution, in such forms as the President, Vice President, and Secretary-Treasurer executing the same shall deem proper, to be evidenced by the execution thereof. Section 12. The provisions of this Resolution and the Trust Agreement shall constitute a contract between the Issuer and the holders of the Bonds, and, after the issuance of the Bonds, this Resolution shall not be repealed or amended in any respect which would adversely affect the rights of such holders so long as the Bonds or the interest thereon remains unpaid. ADOPTED at a meeting of the Authority held on January 21, 1998, in the offices of the Authority, 1200 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana • 46601. CITY OF SOUTH BEND REDEVELOPMENT AUTHORITY ~~~ BY: -- Presid t ATTEST: Se ary-Treasurer -7- :ODMA\PCDOCS\SBDOCS ! \5980\ 1