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HomeMy WebLinkAboutAuthorizing SAle of $3,000,000 Economic Development Revenue Bonds Beatrice Foods CoORDINANCE No 7271 -83 Passed by the Common Council of the City of South Bend, Indiana December 5, 19 83 ce. Attest: . /i` Cit y Clerk IRENE K. GAMMON Presented by me to the Mayor of the City of South Bend, Indiana Approved and signed by December 6, 19_83 of Common Council /v.- IRENE K. GAMMON C� 199"3 l Clerk ORDINANCE NO. 7 ,71-,P& AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF $3,000,000 ECONOMIC DEVELOPMENT REVENUE BONDS OF THE CITY OF SOUTH BEND, INDIANA, FOR THE PURPOSE OF MAKING A LOAN TO BEATRICE FOODS CO. IN ORDER TO FINANCE THE ACQUISITION AND CONSTRUCTION OF CERTAIN ECONOMIC DEVELOPMENT FACILITIES LOCATED IN THE UNINCORPORATED AREA OF ST. JOSEPH COUNTY; AUTHORIZING EXECUTION OF A LOAN AGREEMENT; PROVIDING FOR THE DELIVERY OF A NOTE AND ASSIGNMENT THEREOF AS SECURITY FOR SAID BONDS; AUTHORIZING AN INDENTURE OF TRUST APPROPRIATE FOR THE PROTECTION AND DISPOSITION OF THE REVENUES FROM SUCH NOTE; AUTHORIZING EXECUTION OF A BOND PURCHASE AGREEMENT AND AUTHORIZING AN OFFERING MEMORANDUM; AND AUTHORIZING THE TERMS AND SALE OF SAID BONDS. WHEREAS, the City of South Bend, Indiana (hereinafter called the "City ") is a municipal corporation and political subdivision of the State of Indiana and by virtue of I.C. 36 -7 -12 as amended (hereinafter called the "Act ") is authorized and empowered to adopt this ordinance (the "Bond Ordinance ") and to carry out its provisions; and WHEREAS, Beatrice Foods Co. (the "Company ") is a corporation duly organized and existing under and by virtue of the laws of Delaware with its principal office in Chicago, Illinois, and duly qualified to conduct business in the State of Indiana; and WHEREAS, the Company has agreed to acquire and construct economic development facilities consisting of a 65,000 square foot slaughterhouse and meat packing facility (the "Project ") to be owned and operated by Berliner & Marx, Inc., a wholly owned subsidiary of the Company, at 21149 West Roosevelt Road, South Bend, Indiana in the unincorporated area of St. Joseph County if the City will finance a portion of the cost of such acquisition and construction; and WHEREAS, the South Bend Economic Development Commission has conducted a public hearing on the proposed financing of the Project through issuance of $3,000,000 of Economic Development Revenue Bonds of the City and the location and nature of the Project, and has performed all action required of it by the Act preliminary to the adoption of this Bond Ordinance and has approved and forwarded to this Common Council the forms of (1) Indenture of Trust (the "Indenture ") dated as of December 1, 1983, between the City and St. Joseph Bank and Trust Company, in South Bend, Indiana (the "Trustee "), containing a form of economic development revenue bond, (2) Loan Agreement (the "Loan Agreement ") dated as of December 1, 1983, between the City and the Company, including a form of Promissory Note from the Company, (3) Bond Purchase Agreement (the "Bond Purchase Agreement ") to be dated the date hereof among the City, the Company, and Thornton, Farish & Gauntt, Inc. (the "Underwriter "), (4) Offering Memorandum (the "Offering Memorandum ") to be dated the date hereof, and (5) this Bond Ordinance; NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, AS FOLLOWS: Section 1. Findings; Public Benefits. The Common Council of the City hereby finds and determines that the building, equipment and facilities in connection therewith that comprise the Project to be acquired and constructed with the proceeds of the Economic Development Revenue Bonds herein authorized are h Act; that acquisition and construction of the Project will benefit the welfare of the City, will increase employment opportunities and increase diversification of economic development facilities in and near the City, will improve and promote the economic stability, development and welfare of the area in and near the City and will encourage and promote the expansion of industry, trade and commerce in the area in and near the City and the location of other new industries in such area; that the financing of the Project complies with the Act; and that the public benefits to be accomplished by this Bond Ordinance, in tending to overcome insuffi- cient employment opportunities and insufficient diversification of industry, are greater than the cost of public works and services which will be required by the Project. Section 2. Authorization of Economic Development Revenue Bonds. In order to pay a portion of the cost of acquiring and constructing the Project, there are hereby authorized to be issued, sold and delivered $3,000,000 aggregate principal amount of Economic Development Revenue Bonds (Beatrice Foods Co. Project) Series 1983 of the City (the "Series 1983 Bonds "). Any additional costs of the Project will be paid for by the Company unless paid for with the proceeds of additional parity bonds (the "Additional Bonds ") as identified in the Indenture. The Common Council, as the elected legislative body of the City, hereby approves the Project and the issuance of the Series 1983 Bonds by the City. The Bonds shall not in any respect be a general obligation of the City, nor shall they be payable in any manner from revenues by taxation. Section 3. Terms for the Series 1983 Bonds. The total principal amount of Series 1983 Bonds that may be issued is hereby expressly limited to $3,000,000; provided that Additional Bonds may be issued upon the terms and conditinns and fnr trP nurnneae nrn[TirlP, The Series 1983 Bonds shall be issuable in fully regis- tered form in denominations of $5,000 or any integral multiple thereof, shall bear interest until paid at the rate of 10 -1/2% per annum payable December 1 and June 1 of each year beginning June 1, 1984, and shall mature on December 1, 2013. Each Series 1983 Bond shall be dated December 1, 1983. Principal of and premium, if any, on the Series 1983 Bonds shall be payable at the principal office of the Trustee in South Bend, Indiana, and interest on the Series 1983 Bonds shall be paid by check of the Trustee as provided in the Indenture. The Series 1983 Bonds shall be executed by the facsimile signature of the Mayor and attested by the facsimile signature of the City Clerk, and the City Clerk shall cause the seal of the City to be impressed or imprinted thereon. The Series 1983 Bonds shall be in such form, shall have such redemption provisions, and shall be subject to such other terms and conditions as set forth in the Indenture. The Series 1983 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 Agreement and shall be secured as provided in the Indenture. Forms of the Loan Agreement, the Indenture, the Bond Purchase Agreement and the Official Statement are before this meeting and are by this reference incorporated in this Bond Ordinance, and the City Clerk is hereby directed to insert them into the minutes of the Common Council and to keep them on file. Section 4. Sale of the Series 1983 Bonds. The Mayor and City Clerk of the City are hereby authorized and directed to sell the Series 1983 Bonds to or upon the order of the Underwriter at a price of 98.67% of par value plus accrued interest to the date of delivery and payment. Receipt by the Trustee of payment for the Series 1983 Bonds shall constitute payment to the City of the purchase price of the Series 1983 Bonds. Section 5. Indenture. In order to secure the payment of the principal of and interest on the Series 1983 Bonds, the Mayor and City Clerk shall execute, attest, seal and deliver, in the name and on behalf of the City, an Indenture of Trust in substantially the form submitted to this Common Council, which is hereby approved in all respects. Section 6. Loan Agreement. In order to provide for the loan of the proceeds on the Series 1983 Bonds to acquire and construct the Project and the payment by the Company of an amount sufficient to pay the principal of, premium, if any, and interest on the Series 1983 Bonds, the Mayor and City Clerk shall execute, attest, seal and deliver in the name and on behalf of the City a Loan Agreement in substantially the form submitted to this Common Council, which is hereby approved in all respects. Section 7. Acceptance of Note. In connection with the Series 1983 Bonds, the City accepts as security for such Series 1983 Bonds the Promissory Note of the Company. Said Note shall be in substantially the form attached to the Loan Agreement and shall contain the provisions set forth in subsection (a) of Section 4.2 of the Loan Agreement. The Mayor is hereby authorized to endorse and assign the Note to the Trustee as security for the Bonds. Section 8. Bond Purchase Agreement. In order to provide for the commitment of the City to sell the Bonds to the Underwriter, the Mayor shall execute and deliver in the name of and on behalf of the City, a Bond Purchase Agreement in substantially the form submitted to this Common Council, which is hereby approved in all respects. Section 9. Offering Memorandum. The Offering Memorandum to be dated as of the effective date of this Bond Ordinance and the distribution thereof to the initial purchasers of the Bonds be, and it hereby is, approved. The use by the Underwriter of the said Offering Memorandum is hereby approved and the use of the Preliminary Offering Memorandum is hereby ratified and confirmed as the official act of the City. Section 10. Election Under Internal Revenue Code. The City hereby elects to have the provisions of Section 103(b)(6)(D) of the Internal Revenue Code of 1954 apply to the Series 1983 Bonds. The Mayor of the City is hereby authorized to execute and file with the Internal Revenue Service a certificate evidencing such election. Section 11. General. The Mayor, City Clerk, and City Controller and other officials and employees of the City be and they are each hereby authorized and directed, in the name and on behalf of the City, to execute any and all instruments, perform any and all acts, approve any and all matters, and do any and all things deemed by them, or any of them, to be necessary or desirable in order to carry out the purposes of this Bond Ordinance (including the preambles hereto), the acquisition and construction of the Project by the Company, the issuance and sale of the Series 1983 Bonds, and the securing of the Series 1983 Bonds under the Indenture. Section 12. 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 13. Two copies of each of the above described Indenture, Loan Agreement, Bond Purchase Agreement and Offering Memorandum are on file in the office of the City Clerk for Public Inspection. r. e er of the Cor#6n Council VOOR, ALLEN, FEDDER, HERENDEEN 8 KOWALS November 9, 1983 Members of the South Bend Common Council County -City Building South Bend, IN 46601 Re: Proposed Ordinance - Beatrice Foods Company Dear Councilmen: AREA CODE 219 234 -6061 OF COUNSEL: WILLIAM O. JACKSON GUY H. McMICHAEL The South Bend Economic Development Commission has received an application from Beatrice Foods Company for a Revenue Bond in the amount of $3,000,000.00, for the purpose of acquiring and renovating an existing facility located on Roosevelt Road, South Bend, Indiana, and to utilize a portion of the bond to install equipment and fixtures therein for use as a slaughterhouse and meat processing facility. With the expansion contemplated by this Bond, it is hoped to provide employment for approximately 100 e=l.oyees in the first ye after completion, and will provide increased annual ayr /ll of approximately $1,000,000.00. pect ugly, T DDDER" KPF:ram r FILED ID CLEo TS OFFICE }`(.J Irene Gammon CITY CLERK, SOUTH BEND, IND. ATTORNEYS 8 COUNSELORS AT LAW WILLIAM E. VOOR LLOYD M. ALLEN 300 FIRST BANK BUILDING KENNETH P. FEDDER 205 WEST JEFFERSON BLVD. GEORGE E. HERENDEEN SOUTH BEND, INDIANA 46601 ANTHONY D. KOWALS LARRY L. AMBLER FRED R.HAINS DAVID M. MCTIGUE November 9, 1983 Members of the South Bend Common Council County -City Building South Bend, IN 46601 Re: Proposed Ordinance - Beatrice Foods Company Dear Councilmen: AREA CODE 219 234 -6061 OF COUNSEL: WILLIAM O. JACKSON GUY H. McMICHAEL The South Bend Economic Development Commission has received an application from Beatrice Foods Company for a Revenue Bond in the amount of $3,000,000.00, for the purpose of acquiring and renovating an existing facility located on Roosevelt Road, South Bend, Indiana, and to utilize a portion of the bond to install equipment and fixtures therein for use as a slaughterhouse and meat processing facility. With the expansion contemplated by this Bond, it is hoped to provide employment for approximately 100 e=l.oyees in the first ye after completion, and will provide increased annual ayr /ll of approximately $1,000,000.00. pect ugly, T DDDER" KPF:ram r FILED ID CLEo TS OFFICE }`(.J Irene Gammon CITY CLERK, SOUTH BEND, IND. Tommuttr Irpar# on #4e Tomm a (10nurd of ihr (900 of onu#411rttd: Your Committee OF THE WHOLE to whom was referred 124 -83 A BILL AUTHORIZING THE ISSUANCE AND SALE OF $3,000,000 ECONOMIC DEVELOPMENT REVENUE BONDS OF THE CITY OF SOUTH BEND, INDIANA, FOR THE PURPOSE OF MAKING A LOAN TO BEATRICE FOODS CO,., IN ORDER TO FINANCE THE ACQUISITION AND CONSTRUCTION OF CERTAIN ECONOMIC DEVELOPMENT FACILITIES LOCATED IN THE UNIN- CORPORATED AREA OF ST. JOSEPH COUNTY; AUTHORIZING EXECUTION OF A LOAN AGREEMENT; PROVIDING FOR THE DELIVERY OF A NOTE AND ASSIGNMENT THEREOF AS SECURITY FOR SAID BONDS; AUTHORIZING AN INDENTURE OF TRUST APPROPRIATE FOR THE PROTECTION AND DIS- POSITION OF THE REVENUES FROM SUCH NOTE; AUTHORIZING EXECUTION OF A BOND PURCHASE AGREEMENT AND AN OFFERING MEMORANDUM; AND AUTHORIZING THE TERMS AND SALE OF SAID BONDS. Respectfully -report that they have examined the matter and that in their opinion THIS BILL SHOULD BE RECOMMENDED TO THE COUNCIL FAVORABLE, AS AMENDED: BY SUBSTITUTION OF A NEW BILL RAYMOND C. ZIELINSKI Chairman FRC[ PREDS PUBLISHING CO.