Loading...
HomeMy WebLinkAbout$1,000,000 Economic Development Revenue Bonds Dayton-Hudson CorpORDINANCE No. 6987 -81 Passed by the Common Council of the City of South Bend, October 26, 19 81 M Clerk IRENE K. GAMMON Of Common Council Presented by me to the Mayor of the City of South Bend, Approved and signed by October 27, 19 81 IRENE K. GAMMON Clerk ORDINANCE N0.61t7 -g AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF $1,000,000 ECONOMIC DEVELOPMENT REVENUE BONDS OF THE CITY OF SOUTH BEND, INDIANA, FOR THE PURPOSE OF MAKING A LOAN TO DAYTON - HUDSON CORPORATION IN ORDER TO FINANCE THE CONSTRUCTION AND DEVELOPMENT OF CERTAIN ECONOMIC DEVELOPMENT FACILITIES LOCATED IN THE CITY OF SOUTH BEND, INDIANA; AUTHORIZING EXECU- TION OF A LOAN AGREEMENT, AN INDENTURE OF TRUST AND A BOND PURCHASE AGREEMENT; AND APPROVING RELATED MATTERS. BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, AS FOLLOWS: Section 1. Statement of Purpose and Intent. (a) 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 IC 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. (b) Dayton- Hudson Corporation (the 'Borrower ") is a corporation duly organized and existing under and by virtue of the laws of Minnesota with its principal office in Minneapolis, Minnesota, and duly qualified to conduct business in the State of Indiana. (c) The Borrower has agreed to acquire, construct and develop certain economic development facilities (the "Project ") in the City of South Bend, if the City will finance a portion of the cost of such acquisition, construction and development. (d) The South Bend Economic Development Commission 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) Bond Purchase Agreement (the 'Bond Purchase Agreement ") dated as of October 27, 1981 between the City, and TF &G, Inc. (the "Underwriter ") providing for the sale of the Bonds by the City to the Underwriter, (2) Indenture of Trust (the "Indenture ") dated as of October 1, 1981, between the City and The Indiana National Bank, Indianapolis, Indiana (the "Trustee "), containing a form of economic development revenue bond, (3) Loan Agreement (the "Loan Agreement ") dated as of October 1, 1981, between the City and the Borrower, including a form of Note from the Borrower to the City, which shall be endorsed to the Trustee, (4) Official Statement (the "Official Statement ") dated as of October 27, 1981, and (5) this Bond Ordinance. Section 2. Findings; Public Benefits. The Common Council of the City hereby finds and determines that the equipment and renovation comprising the Project to be acquired, constructed and installed with the proceeds of the Economic Development Revenue Bonds herein authorized are "economic development facilities" as that phrase is used in the Act; that acquisition, construction and installation of the Project 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 new enterprises in such area; and that the public benefits to be accomplished by this Bond Ordinance, in tending to overcome insufficient employment opportunities and insufficient diversification of industry, trade and commerce are greater than the cost of public services (as that phrase is defined in the Act) which will be required by the Project. Section 3. Authorization of Economic Development Revenue Bonds. In order to pay a portion of the cost of acquiring, construc- ting and developing the Project, there are hereby authorized to be -2- issued, sold and delivered $1,000,000 aggregate principal amount of Economic Development Revenue Bonds (Dayton- Hudson Corporation Project) of the City (the "Bonds "). Any additional costs of the Project will be paid for by the Borrower. Section 4. Terms for the Bonds. The total principal amount of Bonds that may be issued is hereby expressly limited to $1,000,000 provided that Additional Bonds may be issued upon the terms and conditions and for the puroposes provided in the Indenture and in the Loan Agreement. The Bonds shall be issuable in coupon or fully registered form, shall bear interest until paid at the rate of 13 -1/4% per annum payable April 1 and October 1 of each year beginning on April 1, 1982, and shall mature on October 1, 1996. Each coupon Bond shall be dated October 1, 1981. Each fully registered Bond shall be dated as of the April 1 or October 1 next preceding its date of issue, or if issued on a April 1 or October 1 as of such date. Principal and interest and premium, 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. 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 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 -3- 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 5. Sale of the Bonds. The Mayor and City Clerk of the City are hereby authorized and directed to sell the Bonds to or upon the order of the Underwriter, pursuant to the Bond Purchase Agreement at a price of 98.5% of par value plus accrued interest to the date of delivery and payment. Receipt by the Trustee of payment for the Bonds shall constitute payment to the City of the purchase price for the Bonds. Section 6. Bond Purchase Agreement. In order to provide for the commitments 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 7. Indenture. In order to secure the payment of the principal of and interest on the Bonds, the Mayor and City Clerk shall execute, acknowledge and deliver, in the name and on behalf of the City, the Indenture in substantially the form submitted to this Common Council, which is hereby approved in all respects. Section 8. Loan Agreement. In order to provide for the loan of the proceeds of the Bonds to acquire, construct and install the Project and the payment by the Borrower of an amount sufficient to pay the principal of and premium, if any, and interest on the Bonds, the Mayor and City Clerk shall execute, attest and deliver in the name and on behalf of the City a Loan Agreement in substan- tially the form submitted to this Common Council, which is hereby approved in all respects. 10 Section 9. Acceptance of Note. In connection with the Bonds, the City accepts as security for such Bonds the Note of the Borrower. The 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 10. Official Statement. The Official Statement dated October 27, 1981 and the distribution thereof to the initial purchasers of the Bonds be, and it hereby is, approved. The Mayor of the City is hereby authorized to execute and deliver the Official Statement to the Underwriter in the name and on behalf of the City. The use by the Underwriter of the said Official Statement is hereby approved and the use of the Preliminary Official Statement is hereby ratified and confirmed as the official act of the City. Section 11. Execution. Execution and sealing by the Mayor and the City Clerk of the Bonds, the Bond Purchase Agreement, the Official Statement, the Indenture, and the Loan Agreement, and endorsement by the Mayor of the 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 12. General. The Mayor, the City Clerk and City Controller and other officials 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 instru- ments, 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 neces- sary or desirable in order to carry out and comply with the intent, conditions and purposes of this Bond Ordinance (including the —5— documents mentioned herein), the acquisition and construction of the Project by the Borrower, the issuance and sale of the Bonds, and the securing of the Bonds under the Indenture. Section 13. 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. Member of the Common Council PUBLIC . 2nd REAi^D:,`'G i �0'Z NOT APPROVED REFERRED PASSED / ".Qs..� TRANSMITTAL OF ADOPTED COMMISSION RESOLUTION AND PROPOSED ORDINANCE FOR ADOPTION BY THE SOUTH BEND COMMON COUNCIL AND APPROVAL BY THE MAYOR PERTAINING TO THE FINANCING OF FACILITIES FOR DAYTON - HUDSON CORPORATION BY THE ISSUANCE BY THE CITY OF SOUTH BEND, INDIANA, OF ITS INDUSTRIAL DEVELOPMENT REVENUE BONDS TO: IRENE K. GAMMON City Clerk City of South Bend County -City Building South Bend, IN 46601 The South Bend Economic Development Commission (Commission) hereby transmits to you in accordance with the Public Law No. 182 of the Acts of the General Assembly of Indiana for 1973, as such may be amended from time to time, including but not limited to IC 18- 6 -4.5 -1 through IC 18- 6- 4.5 -30, hereinafter referred to as the "Act ": 1. A resolution adopted by the Commission on October 23, 1981, as called for by the Act; 2. Proposed ordinance for adoption by the Common Council of the City of South Bend, Indiana, as called for by the Act. You will note from a perusal of the body of these documents that the purpose thereof is to finance the remodeling and the upgrading of several commercial stores located in the South Bend, Indiana area, all previously known as Ayr -Way Stores, which are situated within the limits of the City of South Bend, Indiana, and pursuant to the terms of a Trust Indenture, Loan Agreement, and the exhibits attached thereto, and the issuance by the City of South Bend, Indiana, of Industrial Development Bonds in a total amount not to exceed One Million ($1,000,000.00) Dollars, payable with interest thereon in accordance with the terms of such Trust Indenture and Loan Agreement. Submitted this _1k day of , 1981. SOUTH BEND ECONOMIC DEVELOPMENT COMMISSION RESOLUTION approving proposed financing of economic development facilities for Dayton- Hudson Corporation WHEREAS the South Bend Economic Development Commission (the "Commission ") has heretofore received an application dated July 10, 1981 (the "Application ") attached hereto as Exhibit A from Dayton- Hudson Corporation, a Minnesota corporation, for financing by the City of South Bend, Indiana (the "City ") of economic development facilities identified in the Application (the "Project "); and WHEREAS the Commission adopted on July 31, 1981 a resolution approving the Application and the financing of costs of the Project through the issuance of bonds of the City in the amount of approximately $2,400,000, or such lesser amount as may be agreed upon; and WHEREAS the information in the Application and said resolution of July 31, 1981 constitute the report on the Project required by Indiana Code 36- 7 -12 -23 (formerly Indiana Code 18- 6- 4.5 -16), and the plan commission and school corporation having jurisdiction where the Project is to be located have been furnished the information which comprises such report; and WHEREAS the Commission has held a public hearing on the proposed financing and desires to make a record of this resolution that the proposed financing complies with the purposes and provisions of Indiana Code 36 -7 -12 and to approve the form and terms of such financing; NOW, THEREFORE, Be It Resolved by the South Bend Economic Development Commission, as follows: 1. The proposed financing of the Project by the City for Dayton- Hudson Corporation is hereby found to be of benefit to the economic welfare of the City and to comply with the purposes and provisions of Indiana Code 18- 6 -4.5. 2. The Project will not have an adverse competitive effect on similar facilities already constructed or operating in or near the City. 3. The Commission approves the proposed financing and the proposed form and terms of: (a) $1,000,000 Economic Development Revenue Bonds maturing 15 years from their date and bearing interest at the rate of 13-1/4% per annum proposed to be issued by the City for the purpose of loaning the proceeds to Dayton- Hudson Corporation for paying costs of the Project; (b) Loan Agreement whereby the City loans the bond proceeds to Dayton- Hudson Corporation to pay costs of such facilities and the repayment of which is upon terms sufficient to retire, and is the source of payment of, the Bonds and interest thereon; (c) Indenture of Trust from the City to The Indiana National Bank, as Trustee, securing said Bonds; (d) Bond Purchase Agreement among the City, Dayton - Hudson Corporation, and Thornton, Farish & Gauntt, Inc. providing the terms of sale of said Bonds; (e) Official Statement describing said Bonds; and -2- (f) Bond Ordinance authorizing the issuance and sale of such Bonds and approving such Loan Agreement, Indenture of Trust, Bond Purchase Agreement and Official Statement. 4. This resolution and all other instruments and information pertaining to the proposed financing shall be trans- mitted to the Common Council of the City. Passed and approved October 23, 1981. Secretary -3- res ent