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HomeMy WebLinkAbout1996-03-13 Resolution 107 RESOLUTION NO. ~~~ RESOLUTION OF THE SOUTH BEND REDEVELOPMENT AUTHORITY AUTHORIZING THE ISSUANCE OF THE SOUTH BEND REDEVELOPMENT AUTHORITY LEASE RENTAL REVENUE REFUNDING BONDS, SERIES 1996 A (CENTRAL DEVELOPMENT AREA PUBLIC IMPROVEMENT PROJECT) AND SERIES 1996 B (AIRPORT ECONOMIC DEVELOPMENT AREA PUBLIC IMPROVEMENT PROJECT) AND OTHER RELATED MATTERS WHEREAS, the South Bend Redevelopment Authority (the "Authority") has C7 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 the aggregate principal amount not to exceed Six Million and 00/100 Dollars ($6,000,000.00) pursuant to LC. 36-7- 14.5-19 and I.C. 5-1-5 to be known as the "South Bend Redevelopment Authority Lease Rental Revenue Refunding Bonds, Series 1996 A (South Bend Central Development Area Public Improvement Project)" (the "Series 1996 A Bonds"), the proceeds of which are to be used to: (i) refund the South Bend Redevelopment Authority Lease Rental Revenue Bonds (South Bend Central Economic Development Area Public Improvement Project) (the "1990 Bonds") issued in 1990 to pay the costs of acquiring certain land and constructing certain public improvements located in the South Bend Central Economic Development Area (the "Central Project") and (ii) pay the costs of issuance of the Series 1996 A Bonds; and WHEREAS, the Authority intends to amend the currently existing lease of the Central Project with the Commission dated as of November 1, 1989, which was subsequently • amended on April 6, 1990, (the "1990 Lease"}, which 1990 Lease was heretofore approved and executed by this Authority; and WHEREAS, the Authority intends to issue bonds in the aggregate principal i• amount not to exceed Three Million and 00/100 Dollars ($3,000,000.00) pursuant to I.C. 36- 7-14.5-19 and I.C. 5-1-5 to be known as the "South Bend Redevelopment Authority Lease Rental Revenue Refunding Bonds, Series 1996 B (Airport Economic Development Area Public Improvement Project)" (the "Series 1996 B Bonds") (the Series 1996 A Bonds and the Series 1996 B Bonds being sometimes collectively referred to herein as the "Bonds"), the proceeds of which are to be used to: (i) refund the South Bend Redevelopment Authority Lease Rental Revenue Bonds (Airport Economic Development Area Public Improvement Project) (the "1991 Bonds") (the 1990 Bonds and the 1991 Bonds being sometimes collectively referred to herein as the "Prior Bonds") issued in 1991 to pay the costs of acquiring certain land and constructing certain public improvements located in the Airport Economic Development Area (the "Airport Project"); and (iii) pay the costs of issuance of the Series 1996 B Bonds; and WHEREAS, the Authority intends to amend the currently existing lease of the Airport Project with the Commission dated as of August 1, 1990, which was subsequently amended on January 29, 1991, (the "1991 Lease"), which 1991 Lease was heretofore approved and executed by this Authority; and WHEREAS, there has been prepared and submitted to the Authority a form of Trust Agreement to be dated as of April 1, 1996, between the Authority and Norwest Bank Indiana, N.A., as Trustee (the "Trust Agreement") which Trust Agreement provides -2- for,- among other things, the issuance of the Bonds to finance the refunding of the Prior Bonds; and WHEREAS, a Preliminary Official Statement of the Authority (the "Preliminary Official Statement") dated. March 13, 1996, relating to the issuance of the Bonds has been prepared by H.J. Umbaugh & Associates, as financial advisor to the Authority, and presented to the Authority; and WHEREAS, there has been. prepared and submitted to the Authority a farm i• of Irrevocable Escrow Deposit Agreement to be dated as of April 1, 1996, between the Authority and Norwest Bank Indiana, N.A., South Bend, Indiana, as Escrow Trustee (the "Escrow Agreement"), which Escrow Agreement. provides for, among other things, the deposit of a portion of the proceeds of the Bonds with the Escrow Trustee in an amount, plus investment earnings thereon, that will be sufficient to pay all principal of and interest on the Prior Bonds; 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 purposes described herein, 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. 36-7-14.5-19 and I.C. 5-1-5, (i) the Series 1996 A Bonds in the aggregate principal amount not to exceed Six Million and 00/100 Dollars ($6,000,000.00) and (ii) the Series 1996 B Bonds in the aggregate principal amount not to exceed Three Million and 00/100 Dollars ($3,000,000.00). -3- Section 2. The Bonds are hereby authorized to be issued under, pursuant to, and in accordance with the Trust Agreement with a final maturity date of not later than February 1, 2012, for the Series 1996 A Bonds and a final maturity date of not later than August 1, 2012, for the Series 1996 B Bonds; a maximum rate of interest for any maturity of the Bonds of eight percent (8.0%) per annum, and a maximum underwriter's discount not to exceed three quarters of one percent (.75%) of the aggregate principal amount of the Bonds. Principal of and interest on the Bonds will be payable semiannually on February 1 and August 1, The proceeds of the Bonds shall be delivered to the Trustee and applied by the Trustee in accordance with the Trust Agreement. Section 3. The Bonds may be redeemed prior to maturity, at the option. of the i• Authority in whole or in part, in whole multiples of $5,000, on February 1, 2004, or any date thereafter from any moneys made available for that purpose, at a redemption price expressed as a percentage of the principal amount of each Bond to be redeemed in accordance with the following schedule, plus interest accrued on the Bonds so redeemed to the date fixed for redemption: Redemption Date Optional Redemption Price February 1, 2004, or thereafter on or before January 31, 2005 February 1, 2005, or thereafter on or before January 31, 2006 February 1, 2006, and thereafter prior prior to maturity 101% 100.5% 100% Section 4. At the option of the Underwriter, the Underwriter may aggregate the Series 1996 A Bonds or the Series 1996 B Bonds into one or more term bonds payable -4- • from mandatory sinking fund redemption payments (the "Term Bonds") required to be made as set forth below. The Term Bonds shall have a stated maturity or maturities on February 1 and August 1. Such Term Bonds. shall be subject to mandatory sinking fund redemption prior to maturity at a redemption price equal to 100% of the principal amount thereof, plus accrued interest to the redemption date, but without premium, on February 1 and August 1 in the years and in the principal amounts as selected by the Underwriter. The Trustee shall credit against the mandatory sinking fund requirement for the Bonds aggregated into Term Bonds, and corresponding mandatory redemption obligation, in the order determined by the Authority, any of the Bonds aggregated into Term Bonds which have been previously redeemed (otherwise than as a result of a previous mandatory redemption requirement) or delivered to the Trustee for cancellation or purchased for cancellation by the Commission and not therefore applied as a credit against any redemption obligation. Each Bond maturing as a Term Bond so delivered or cancelled shall be credited by the Trustee at one hundred (100%) percent of the principal amount thereof against the mandatory sinking fund obligation on such mandatory sinking fund date, and any excess of such amount shall be credited on future redemption obligations, and the principal amount of the Bonds to be redeemed by operation of the mandatory sinking fund requirement shall be accordingly reduced; provided, however, that the Trustee shall only credit the Bonds maturing as Term Bonds to the extent received on or before forty-five (45) days preceding the applicable mandatory redemption date. Section 5. Said Bonds shall be issued in accordance with and shall be secured by a trust agreement substantially in the form of the Trust Agreement submitted to this -5- • meeting, with such changes as the President and the Secretary of the Authority deem necessary or appropriate to effectuate this Resolution 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 Authority shall enter into the Escrow Agreement substantially i• in the form of the Escrow Agreement submitted to this meeting, in order to effect the refunding of the Prior Bonds in accordance with their terms. The Authority hereby authorizes the President and the Secretary to execute and attest, respectively, the Escrow Agreement substantially in the form submitted to this meeting together with such changes and modifications in form or substance as may be approved by the President and the Secretary with any such approval to be conclusively evidenced by such authorized execution and attestation of the Escrow Agreement. Section 7. The Secretary is authorized and directed to place copies of the Trust Agreement .and the Escrow Agreement in the minute book immediately following the minutes of this meeting and said Trust Agreement and Escrow Agreement are made a part of this Resolution as if the same were fully set forth herein. Section 8. The Preliminary Official Statement is hereby approved in the form presented to the Authority at this meeting, and the Preliminary 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 (the "Rule") subject to completion as permitted by the Rule. The underwriter of the Bonds, as determined herein, is hereby authorized and directed to cause to be distributed such Preliminary Official Statement -6- ~: substantially in the form presented to this meeting, with such changes as may be required and which are approved by the Authority's legal counsel as H.J. Umbaugh & Associates may recommend, to describe adequately the Bonds and information related thereto, to all parties who in its judgment may be interested in bidding on such Bonds; and the Authority shall place a copy of such Preliminary Official Statement as presented to this meeting with the minutes of this meeting. Section 9. The Bonds shall be sold by private negotiated sale, as provided by is LC. 36-7-14.5-19 and LC. 5-1-5, upon terms acceptable to the President and Secretary- Treasurer of the Authority. In no event shall the Bonds be sold at a purchase price of less than ninety-nine and one quarter percent (99.25%) of the par value of the Bonds, plus accrued interest thereon to the date of delivery. The President and Clerk-Treasurer are hereby authorized to enter into a purchase agreement for the sale of the Bonds on the terms and conditions set forth therein, consistent with the provisions of this Resolution. The President or Vice-President or Secretary-Treasurer are hereby authorized to carry out, on behalf of the Authority, the terms and conditions set forth in said purchase agreement, consistent with the provisions of this Resolution. Section 10. Prior to the delivery of the Bonds the Secretary shall be authorized to obtain a legal opinion or opinions as to the validity of the Bonds from bond counsel for the .Authority, and to furnish such opinion or opinions 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. -7- Section 11. If the President or the Secretary-Treasurer determine that market conditions at the time of the sale of the Bonds are such that the Authority is able to finance the refunding of the Prior Bonds by issuing (i) Series 1996 A Bonds in an aggregate principal amount which is less than $6,000,000.00 or (ii) Series 1996 B Bonds in an aggregate principal amount which is less than $3,000,000.00, then the Authority shall issue such lesser principal amounts of Series 1996 A Bonds and/or Series 1996 B Bonds. Section 12. After the sale of the Bonds, the President and the Secretary- Treasurer are authorized to complete the Trust Agreement and the Escrow Agreement and then to execute the same on behalf of the Authority. Section 13. 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 h as t e President, Vice President and Secretary-Treasurer executing the same shall deem proper, to be evidenced by the execution thereof. Section 14. 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. -8- Adopted at a meeting of the Authority held on March ~ ~ , 1996, at 1308 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. CITY OF SOUTH BEND REDEVELOPMENT AUTHORITY By: ~. ~.J ~.. r J ph .Wroblewski, President ATTEST: Ma O. Ferli , Sec etary-Tr surer 7: \WPDOCS\RRROMPOL\STHBEND WUT'HREF.96\LUISSUE.313 -9-