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HomeMy WebLinkAboutAuthorizing $9,000,000 Economic Development Revenue Bonds making a Loan to First Bank CenterORDINANCE No. 6898 -81 Passed by the Common Council of the City of South Bend, K. GAMMON A Presented by me to the Mayor of the City of South Bend, March 10, ,,, 81 City Clerk of Common Council R "R /t— ��` "`° `� City Clerk IRENE K. GAMMON Approved and signed by me_ / / ) l I ORDINANCE NO. 6L SI AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF $9,000,000 ECONOMIC DEVELOPMENT REVENUE BONDS OF THE CITY OF SOUTH BEND, INDIANA, FOR THE PURPOSE OF MAKING A LOAN TO FIRST BANK CENTER LIMITED PARTNERSHIP IN ORDER TO FINANCE THE ACQUISITION, CONSTRUCTION AND DEVELOPMENT OF CERTAIN ECONOMIC DEVELOPMENT FACILITIES LOCATED IN THE CITY OF SOUTH BEND, INDIANA; AUTHORIZING EXECUTION OF A LOAN AGREE- MENT, 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 18- 6 -4.5, as amended (hereinafter called the "Act ") is authorized and empowered to adopt this ordinance (the "Bond Ordinance ") and to carry out its provisions. (b) First Bank Center Limited Partnership (the "Borrower ") is a limited partnership 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 March 15, 1981 among the City, the Borrower, National Bank of Detroit and The Indiana National Bank (the "Banks ") and The Aetna Casualty and Surety Company and Nationwide Mutual Insurance Company (the "Purchasers ") providing for the sale of the Bonds by the City to the Banks, and the Bank's subsequent sale (upon completion of the Project) of the Bonds to the Purchasers, (2) Indenture of Trust (the "Indenture ") dated as of March 15, 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 March 15, 1981, between the City and the Borrower, containing a form of Note from the Borrower to the City, which shall be endorsed to the Trustee, and (4) this Bond Ordinance. Section 2. Findings; Public Benefits. The Common Council of the City hereby finds and determines that the building, equipment and facilities comprising the Project to be acquired, constructed and developed 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 development 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 other new industries 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. -2- 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 issued, sold and delivered $9,000,000 aggregate principal amount of Economic Development Revenue Bonds (First Bank Center 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 $9,000,000. The Bonds shall be in fully registered form and shall be dated as of the date of issue and delivery. The Bonds shall be due and payable as follows: (a) the principal balance of the Bonds shall be due and payable on January 20, 1982, and interest on the prin- cipal 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 the prime rate of interest charged by National Bank of Detroit from time to time to its largest and most credit- worthy commercial customers on 90 -day unsecured loans, such annual rate of interest to change as and with any change in such prime rate, shall be payable on the first day of the month following the date of issue and on the first day of each month thereafter to and including January 1, 1982, on January 20, 1982 and on the Purchase Date (hereinafter defined) in the event such Purchase Date is 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 pursuant to the Bond -3- Purchase Agreement, then the principal balance of the Bonds, together with interest from the date of such purchase (the "Purchase Date ") at the rate of 10 1/2% per annum on such principal amount from time to time remaining unpaid, shall be payable in installments as follows: (i) one installment 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 first month following the Purchase Date; followed by (ii) one hundred seventy -nine (179) equal installments, each in the amount of 0.915% of the principal amount thereof and each including both 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 until 179 such payments shall have been made; followed by (iii) a final installment, payable on the first day of the one hundred eighty -first (181st) month following the Purchase Date, in the amount of the entire unpaid principal balance of and interest on the Bonds; provided that under certain circumstances set forth in the Indenture relating to taxability for federal income tax purposes of interest on the Bonds, the holders of the Bonds may be entitled to additional interest and other payments. 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 and the Bond Purchase Agreement, 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 5. Sale of the Bonds. The Mayor and City Clerk of the City are hereby authorized and to or upon the order of National Bank National Bank, the Banks, pursuant to at a price of $9,000,000, 100% of par to be paid at one time or advanced pe the Bond Purchase Agreement. Section 6. Bond Purchase A, directed to sell the Bonds of Detroit and The Indiana the Bond Purchase Agreement value, such purchase price riodically in accordance with ;reement. In order to provide for the commitments of the City to sell the Bonds to the Banks, and of the Purchasers thereafter to purchase the Bonds from the Banks, the Mayor and the City Clerk 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 -5- 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 develop 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, acknowledge 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 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 as Exhibit B to the Loan Agreement. The Mayor and City Clerk shall endorse the Note to the Trustee. Section 10. Execution. Execution and sealing by the Mayor and the City Clerk of the Bonds, the Bond Purchase Agreement, the Indenture, and the Loan Agreement, and endorsement by the Mayor and the City Clerk 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 11. 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 M 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 12. 103(b)(6)(D) Election. The City elects to have the provisions of 103(b)(6)(D) of the Internal Revenue Code of 1954, as amended, apply to the issue of the 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 of the Bonds. 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 1s; REAMNC 2-9-31 PUBLIC HE A RING 2nd READING NOT APPROVED REFERRED PASSED '+ 3 ° L/' - of I -7- F'LlFD IN CLERK'S OFFICE MAR 4 i° -, Irene Gammon Clrl CLERK, 500TH BEND, INo. VOOR, ALLEN, FEDDER, HERENDEEN 8 KOWALS March 4, 1981 Members of the South Bend Common Council County -City Building South Bend, Indiana 46601 Re: Revenue Bond Application FBT Bancorp, Inc. Dear Councilmen: The South Bend Economic Development Commission has received an application from the FBT Bancorp, Inc. for a Revenue Bond in the amount of Nine Million ($9,000,000.00) Dollars, said FBT Bancorp, Inc. being the parent corporation of First Bank and Trust Company of South Bend, to finance the expansion of its operations by the construction of a new Economic Develop- ment facility to be located on a part of the 2.75 acre block in the South Bend, Indiana Urban Renewal Area $ -66 which is bounded by St. Joseph Street on the East, Colfax Street on the North, Washington Street on the South and Michigan Street on the West, which such land is involved in the UDAG Grant to the City of South Bend, Indiana, pursuant to Application No. B- AA -78 -18 -0003. It is anticipated that the new facility will create additional employment of approximately 50 jobs with an additional annual payroll of One Million ($1,000,000.00) Dollars. P. Fedder for the South Bend Development Commission KPF /k FILED ID CLERK'S OFFICE MAR 4 1941 Irene Gammon CITY CLERK, SOUTH BEND, IND. ATTORNEYS 8 COUNSELORS AT LAW AREA CODE 219 WILLIAM E. VOOR 300 FIRST BANK BUILDING 234 -6061 LLOYD M.ALLEN KENNETH P. FEDDER SOUTH BEND, INDIANA 46601 OF COUNSEL: GEORGE E. HERENDEEN WILLIAM O. JACKSON A ONY D. KOWALS GUY H. McMICHAEL March 4, 1981 Members of the South Bend Common Council County -City Building South Bend, Indiana 46601 Re: Revenue Bond Application FBT Bancorp, Inc. Dear Councilmen: The South Bend Economic Development Commission has received an application from the FBT Bancorp, Inc. for a Revenue Bond in the amount of Nine Million ($9,000,000.00) Dollars, said FBT Bancorp, Inc. being the parent corporation of First Bank and Trust Company of South Bend, to finance the expansion of its operations by the construction of a new Economic Develop- ment facility to be located on a part of the 2.75 acre block in the South Bend, Indiana Urban Renewal Area $ -66 which is bounded by St. Joseph Street on the East, Colfax Street on the North, Washington Street on the South and Michigan Street on the West, which such land is involved in the UDAG Grant to the City of South Bend, Indiana, pursuant to Application No. B- AA -78 -18 -0003. It is anticipated that the new facility will create additional employment of approximately 50 jobs with an additional annual payroll of One Million ($1,000,000.00) Dollars. P. Fedder for the South Bend Development Commission KPF /k FILED ID CLERK'S OFFICE MAR 4 1941 Irene Gammon CITY CLERK, SOUTH BEND, IND. 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 FBT BANCORP, INC., 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, Indiana 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 March 6, 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 expansion of its opera- tions by the construction of a new Economic Development facility to be located on a part of the 2.75 acre block in the South Bend, Indiana Urban Renewal Area R -66 which is bounded by St. Joseph Street on the East, Colfax Street on the North, Washington Street on the South and Michigan Street on the West, which such land is involved in the UDAG Grant to the City of South Bend, Indiana, pursuant to Application No. B- AA -78 -18 -0003, pursuant to the terms of a Note Purchase and Loan Agreement, Mortgage and Trust Indenture, and the issuance by the City of South Bend, Indiana of Industrial Develop- ment Bonds in a total amount of Nine Million ($9,000,000.00) Dollars repayable with interest in accordance with the terms of the documents. With respect to the ordinance, you are respectfully asked to publish once in a newspaper in South Bend, Indiana, a notice that such proposed ordinance has been filed with you and present such ordinance to the Common Council of South Bend, Indiana, for passage not earlier than ten days from the date of the publication of such notice. Elie RN-AMSEURKs 4th day of March, 1981. MAR B� EN D ECf ONOMIC ISSION r YCe Gammon j,;H ITYLE D � � / BY 4 -/i ti f` L