Loading...
HomeMy WebLinkAboutAuthorizing $9,000,000 Economic Development Revenue BondsORDINANCE No. 7054 -82 Passed by the Common Council of the City of South Bend, May 24, 1082 City Clerk IRENE K. GAMMON President of Common Council Presented by me to the Mayor of the City of South Bend, May 25, to 82 IRENE K. GAMMON Approved and signed by me 0 / COV-1- aL Clerk ORDINANCE NO.20J'S- a AN ORDINANCE AUTHORIZING THE PERMANENT FINANCING OF $9,000,000 ECONOMIC DEVELOPMENT REVENUE BONDS OF THE CITY OF SOUTH BEND, INDIANA; AUTHORIZING AN EXTENSION OF THE MATURITY DATE OF THE BONDS AND THE NOTE; AUTHORIZING A FIRST AMENDMENT TO THE INDENTURE OF TRUST, LOAN AGREEMENT AND MORTGAGE AND SECRUITY AGREEMENT; AND RELATED MATTERS. WHEREAS, THE CITY OF SOUTH BEND, INDIANA (hereinafter called the "Issuer "), is a municipal corporation and political subdivision of the State of Indiana and by virtue of IC 3717 -12 (formerly IC 18- 6 -4.5) and IC 5 -1 -5 (hereinafter called the "Act ") is authorized and empowered to adopt this Ordinance (the "Bond Ordinance ") and to carry out its provisions, and WHEREAS, THE ISSUER and FIRST BANK CENTER LIMITED PARTNERSHIP, a Minnesota Limited Partnership (the "Borrower "),entered into a Loan Agreement dated as of March 15, 1981 (the "Loan Agreement "); The ISSUER and THE INDIANA NATIONAL BANK, as TRUSTEE (the "Trustee entered into an Indenture of Trust dated as of March 15, 1981 (the "Indenture "); and the Borrower entered into a Mortgage, Assignment of Rents and Security Agreement with the Trustee dated as of March 15, 1981 (the "Mortgage "), recorded in the Recorder's Office of St. Joseph County, Indiana on March 27, 1981 as Instrument No. 8104582 and said documents are in full force and effect as of this date; and WHEREAS, by virtue of IC 18- 6 -4.5, ORDINANCE NO. 6898 -81 was adopted by the Common Council thereby authorizing the Issuer to issue, sell and deliver its $9,000,000 Economic Development Revenue Bonds (FIRST BANK CENTER PROJECT) to NATIONAL BANK OF DETROIT ( "NBD ") and the INDIANA NATIONAL BANK (the "Banks "), who provided financing for the Project during the period of construction and who intend to sell the Bonds to THE AETNA CASUALTY AND SURETY COMPANY and NATIONWIDE MUTUAL INSURANCE COMPANY (the "Purchasers "), who will provide the permanent financing for the Project, and WHEREAS, construction of the Project has been completed and the parties now desire to extend the maturity date of the Bonds, and the corresponding maturity date of the Note of the Borrower (the "Note ") and the term of the Loan Agreement, the Indenture and the Mortgage, so that the term of the construction and permanent financing is approximately 30 years, with optional prepayment available at any time to the holders of the bonds after 15 years, NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, AS FOLLOWS: SECTION 1. Execution of the First Amendment. The Mayor and City Clerk shall execute, acknowle ge and deliver in the name and on behalf of the Issuer, the First Amendment in substantially the form submitted to this Common Council, which is hereby approved in all respects. SECTION 2. Execution and Delivery of the Bonds. The Mayor and City Clerk of the Issuer are hereby authorized and directed to execute and deliver to the holders of the outstanding Bonds, replacement bonds (the "Replacement Bonds ") in exchange for and cancellation of the Bonds. The Replacement Bonds shall be substantially in the form set forth herein. SECTION 3. Terms for the Re lacement Bond. The total principal amount o t e Rep acement o f bonds that may be issued is hereby expressly limited to $9,000,000. The Replacement Bonds shall be in fully registered form and shall be dated as of the date of issue and delivery. The Replacement Bonds shall be due and payable as follows: (a) The principal balance of the Bonds shall be payable on January 20, 1982, and interest on the principal balance from time to time outstanding (computed on the actual number of days elapsed and on the basis of a 365 -day year) at an annual rate of interest equal to 65% of NBD's Prime Rate, such annual rate of interest to change as and with any change in NBD's Prime Rate, from the date thereof, shall be payable the first day of the month following the date thereof and of each month thereafter to and including January 1, 1982, on January 20, 1982 and on the Purchase Date, in the event the Purchase Date shall occur on other than the first day of a month or January 20, 1982; but (b) If the Bonds shall have been purchased on or prior to January 20, 1982 by the Purchasers from the Banks pursuant to the Bond Purchase Agreement, then the principal balance of the Bonds, together with interest thereon from the Purchase Date at the rate of ten and one -half percent (10 1/2 %) per annum, shall be payable in installments as follows: (i) Installments of interest only (computed on the actual number of days elapsed and on the basis of a 365 -day year), payable on the first day of the month following the Purchase Date; (ii) Equal installments, each in the amount of 0.915% of the principal amount thereof and each including principal and interest (computed on the basis of a 360 -day year of twelve 30-day months), payable on the first day of the second month following the Purchase Date and on the first day of each month thereafter to and including February 1, 2011; and (iii) A final installment, payable on March 1, 2011, in the amount of the entire unpaid principal balance of and interest on the Bonds; provided, however, that under the circumstances set forth in Section 210 of the Indenture relating to taxability for Federal income tax purposes of interest on the Bonds, the holders of the Bonds may be entitled to receive additional interest and other payments pursuant to said Section 210. Principal and interest and prmium, if any, shall be payable at the principal office of the Trustee in Indianapolis, Indiana. The Bonds shall be executed and sealed, 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, as amended. The 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 Issuer, but are limited obligations of the Issuer payable solely from revenues and other amounts derived from the Loan Agreement, as amended, and shall be secured as provided in the Indenture, as amended. The form of the First Amendment is before this meeting and is by this reference incorporated in this Bond Ordinance, and the City Clerk is hereby directed to insert it into the minutes of the Common Council and to keep it on file. 2 SECTION 4. Endorsement of the Note Replacement, The Mayor and the City Cler s a 1 en orse the Replacement Note to the Trustee. SECTION 5. Execution. Execution and sealing by the Mayor and the City Clerk of the Replacement Bonds and the First Amendment and endorsement by the Mayor and the City Clerk of the Replacement Note shall constitute conclusive evidence of their approval of any and all changes or revisions therein from the forms of such documents before this meeting. SECTION 6. General. The Mayor, the City Clerk, and City Controller and other o icials and employees be and they are each hereby authorized and directed, in the name and on behalf of the City, to execute any and all agreements, documents, and 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 and comply with the intent, conditions and purposes of this Bond Ordinance (including the preamble hereto and the documents mentioned herein), the issuance of the Replacement Bonds, and the securing of the Replacement Bonds under the Indenture, as amended. SECTION 7. 103(b)(6)(D)Election, The City elects to have the provisions of 103 D or t e Internal Revenue Code of 1954, as amended, apply to the issue of the Replacement Bonds and the Mayor and City Clerk are hereby authorized, empowered, and directed to file such election with the Internal Revenue Service for and on behalf of the City, as Issuer. SECTION 8. Effective Date. This Bond Ordinance shall be in full force and effect imme iately upon its adoption by the Common Council and approval by the Mayor. V" /em—b'��ero t e Common Coun it FILED IN CLERK'S OFFICE MAR i 7 tin, ,,t R' ' /,,D!;-',G 3 - ':? a - Irene Gammon PIJBILIC HEAPING -1 ? o9`%. a CITY CLERK, SOUTH BEND, IND. 2nd READING 5-_a NOT APPROVED REFERRED PASSED aS _ a7 �.� 3 WILLIAM E. VOOR LLOYD M. ALLEN KENNETH P. FEDDER GEORGE E. HERENDEEN ANTHONY D. KOWALS DAVID M.M.TIGUE March 17, 1982 VOOR, ALLEN, FEDDER, HERENDEEN 8 KOWALS ATTORNEYS 8 COUN5ELORS AT LAW 300 FIRST BANK BUILDING SOUTH BEND, INDIANA 46601 Members of the South Bend Common Council County -City Building South Bend, IN 46601 AREA CODE 219 234 -6061 OF COUNSEL: WILLIAM O. JACKSON GUY H. MCMICHAEL Re: Permanent Financing of $9,000,000,00 Economic Development Bonds 1st Bank Center Limited Project Dear Councilmen: The South Bend Common Council adopted Ordinance 6898 -81, authorizing the City of South Bend to issue $9,000,000.00 of Economic Development Bonds for the 1st Bank Center Limited Project. The parties are now desiring to convert the financing of the 15 -year obligation to a 30 -year obligation with the long -term bondholders having an option to "put" the bonds to the borrower at the end of 15 years . is to authorize the permanent financing thereof. FEDDER KPF:ram FRIED x CLERK, S OFFICE MAR J Irene Gam ® CITY CLERK, SOUTH BE�Il