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HomeMy WebLinkAboutAuthorizing $3,900,000 Revenue Bonds Allied Products Corp ProjectiyW ORDINANCE No. s Ss{/ -73 AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF'$3,900,000 ECONOMIC DEVELOP- MENT REVENUE BONDS, SERIES 1973 (ALLIED PRODUCTS CORPORATION PROJECT) OF THE CITY OF SOUTH BEND, INDIANA, FOR THE PURPOSE OF ACQUIRING INTERESTS IN REAL ESTATE, MACHIizERY, EQUIPMENT AND RELATED PROPERTY COMPRISING ECONOMIC DEVELOP14ENT FACILITIES FOR LEASE AND SALE TO ALLIED PRODUCTS CORPORATION, AUTHORIZING EXECU- TION OF THE LEASE; PROVIDING FOR THE PLEDGE OF REVENUES FOR THE PAYMENT OF SAID BONDS; AUTHORIZING AN INDENTURE OF TRUST APPROPRIATE FOR THE PROTECTION AND DISPOSITION OF SUCH REVENUES; AUTHORIZING AN OFFICIAL STATEMENT WITH RESPECT TO SAID BONDS; AND AUTHORIZING THE SALE OF SAID BONDS. WHEREAS the City of South Bend, Indiana (hereinafter called the "City "j is a municipal corporation and political subdivision of the State of Indiana and by virtue of IC 1971, 18- 6 -4.5 -1 through 18- 6- 4.5 -28, inclusive, as amended (hereinafter called the "Act ") is authorized and empowered to acquire economic development facilities as those words are defined in the.Act and to lease said economic development facilities as Lessor to others to overcome insufficient employment opportunities and insufficient diversification of industry in and near the City and to promote the general economic welfare of the area in and near the City and to issue its economic development revenue bonds to pay all costs of purchase or construction of such economic development facilities, including engineering, legal fees, and all other expenses related thereto during construction, including the costs of issuing the bonds and to secure said bonds by a trust indenture creating a security interest in such economic development facilities; and WHEREAS, Allied Products Corporation (the "Lessee ") is a corporation duly organized under the laws of the State of Delaware and qualified to do business within the State of Indiana; and WHEREAS, the Lessee has agreed to lease economic development facilities from the City and thereby create new employment opportuni- ties and provide diversification of industry in and near the area of the City, and to pay rentals sufficient to pay the principal of and interest and any premium on the economic development revenue bonds hereinafter authorized; and WHEREAS, the Common Council of the City (the "Common Council ") ha.s heretofore by Ordinance No, and pursuant to IC 1971, 18 -6 -4 -1 through 18- 6 -4 -28, inc ussive; created the South Bend Economic Development Commission which by virtue of the Act has become the South Bend Development Commission (the "Commission ") and the members of the Commission have been duly appointed and qualified pursuant to law and the Commission has organized and undertaken the duties imposed upon it by the Act and has found by written resolution that because of existing insufficient employment opportunities and insufficient diversification of industry, the economic welfare of the City would be benefited by the acquisition and leasing to Allied Products Corporation of economic development facilities; and WHEREAS, the Commission has by such resolution approved a report estimating the public services which would be made necessary or desirable, the expense thereof, the number of jobs, the estimated payroll on account of the acquisition and leasing of the economic development facilities and the cost of construction of the economic development facilities and has submitted such report to the Area Plan Commission of St. Joseph County, Indiana and the South Bend Community School Corporation; and WHEREAS, said Plan Commission and School Corporation, upon receiving the report of the Commission, have formulated written comments concerning such estimate and have transmitted those comments to the Commission within the time provided by law; and WHEREAS, after giving notice in accordance with the Act, the Commission held a public hearing on the proposed financing and adopted a resolution finding the proposed financing complies with the Act, approving the financing and approving the form and terms of the economic development revenue bonds proposed to be issued by the City to pay a portion of the cost of such facilities, lease - and indenture, which resolution and other instruments and informa- tion pertaining to the proposed financing have been transmitted to the Common Council of the City by the Secretary of the Commission; and WHEREAS, pursuant to the Act this Common Council has adopted Resolution No. finding that the proposed financing will be of bene l •o Re economic welfare of the City, approving the proposed financing and authorizing the issuance by the City of $3,900,000 principal amount of Economic Development Revenue Bonds, Series 1973 (Allied Products Corporation Project) payable solely from the sources, having such terms and provisions and secured as provided by an Indenture of Trust (Security Agree- ment) dated as of July 1, 1973 (hereinafter called the "Indenture ") between the City and The St. Joseph Bank and Trust Company, South Bend, Indiana, an Indiana Banking Institution (the "Trustee ") and a Lease Agreement dated as of July 1, 1973 (the "Lease ") between the City and the Lessee and as described in the Official Statement of the City; NOW, THEREFORE, BE IT ORDAINED BY THE COMION COUNCIL OF THE CITY OF SOUTH BEND, INDIANA, AS FOLLOWS: Section 1. Public Benefits. The Common Council of the City hereby —TEdss and etermines t at the interests in real estate, machinery, equipment and other facilities in connection therewith (the "Project ") to be acquired in part with the proceeds of the Economic Development Revenue Bonds, Series 1973 (Allied Products Corporation Project) herein authorized are "economic development facilities" as that phrase is used in the Act and that the utilization of the property in the creation and location of the Project is economically sound, will increase employment opportunities and increase diversification of industry in and near the City, will improve and promote the economic stability, development and welfare -2- 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. , Section 2. Findings. The Common Council hereby finds that this office (the`Bon�! Ordinance ") is of public benefit to the economic welfare of the City, by tending to overcome the deficiencies previously found to exist, to wit: insufficient employment opportunities and insufficient diversification of industry, and that such benefit is greater than the cost of public facilities (as that phrase is defined in the Act) which will be required by the Project. Section 3. Authorization of $3 900 000 Economic DevelopmenT'Revenue Bon s. Iri order to pay a portion o he cost OT acquiring the Project, there are hereby authorized to be issued, sold and delivered $3,900,000 aggregate principal amount of Economic Development Revenue Bonds, Series 1973 (Allied Products Corporation Project) of the City (the "Series 1973 Bonds ") It is hereby recognized that pursuant to the terms of the Lease the balance of the cost of the Project will be paid for by the Lessee unless paid for out of the proceeds of additional parity bonds (the "Additional Bonds ") as identified in the Indenture. Section 4. Definitions. In addition to the words and terms define c in tFiis Bow Ordinance, the words and terms used in this Bond Ordinance shall have the meanings set forth in the Indenture and the Lease unless the context or use indicates another or different meaning or intent and the form of the Series 1973 Bonds and the forms of the Lease and Indenture, which forms are before this meeting, are hereby incorporated by reference in this Bond Ordinance and the Clerk is hereby directed to insert them into the minutes of the Common Council and to keep them on file. Section 5. Terms for the Series 1973 Bonds. The total principal amount of Series 1973 Bonds that may be issued is hereby expressly limited to $3,900,000, provided, however, that Additional Bonds may be issued as hereinafter provided. The Series 1973 Bonds shall bear interest at the respective rates set forth in and shall mature on July 1 of each of the years set forth in and in the principal amount set opposite each year, in the following schedule: -3- Principal Interest Principal Interest Year Amount Rate Year Amount Rate 1974 $120,000 5% 1984 $1855000 5 -3/4% 1975 125,000 5% 1985 200,000 5 -3/4% 1976 130,000 5% 1986 210,000 6% 1977 135,000 5 -1/4% 1987 225,000 6% 1978 14o,000 5 -1/4% 1988 235,000 6% 1979 150,000 5 -1/4% 1989 24o,000 6 -i /8% 1980 1981 155,000 165,000 5 -1/2% 5 -1/2% 1990 1991 2553000 275,000 6 -1/8% 6 -1/8% 1982 1983 1705000 180,000 5-1/2/0 5 -3/4% 1992 1993 295,000 310,000 6 -1/8% 6 -1/8% -3- The Bonds shall be executed on behalf of the City with the official manual or facsimile signature of the Mayor and attested with the official manual signature of the Clerk and shall have impressed or imprinted thereon -the corporate seal of the City. The coupons attached to'the Bonds, if -any, shall be executed by the facsimile of the official signatures of the Mayor and Clerk and such facsimile on any Series 1973 Bonds or coupons shall have the same force and effect as if manually signed by such officer. The Bonds, together with interest thereon, shall be limited obligations of the City payable solely from the revenues and other amounts derived from the leasing or sale of the Project (except to the extent paid out of moneys attributable to the Bond proceeds or the income from the temporary investment thereof and under certain circumstances, proceeds from insurance. and condemnation awards) and shall be a valid claim of the respective holders thereof only against the Bond Fund created under the Indenture and other moneys held by the Trustee and of the Project (but in addition shall be secured by.a security interest on the Project), which revenues and other amounts shall be pledged and secured under the Indenture for the equal and ratable payment of the Bonds and shall be used for no other purpose than to pay the principal of, premium, if any, and the interest on the Bonds, except as may be otherwise expressly authorized in the Indenture. The Bonds and the interest thereon shall never constitute a charge against the general credit or taxing power of the City. In case any officer whose signature or facsimile of whose signature shall appear on the Bonds or coupons shall cease to be such officer before the delivery of such Bonds, such signature or such facsimile shall nevertheless be valid and sufficient for all purposes, the same as if.he had remained in office until delivery. Section 6. Additional Bonds. The City may authorize the issuance of AUTHEional Bonds upon the terms and conditions provided in the Indenture and the Lease. All Additional Bonds shall be of the same rank as the Series 1973 Bonds, but shall bear such date or dates, bear such interest rate or rates, have such maturity dates, redemption dates and redemption premiums, and be issued at such prices as shall be approved in writing by the City and the Lessee. Section 7. Sale of the Series 1973 Bonds. The Mayor and Clerk of the 1 y are hereby authorized and directed to sell the Series 1973 Bonds pursuant to and upon the order of the Underwriters named in that certain Bond Purchase Agreement dated July , 1973 at a price of % of par value, plus accrued ingest from July 1, 1 % :-fie ate of sale. The Mayor is hereby authorized to execute, and the Clerk is hereby authorized to attest, such Bond Purchase Agreement with the Underwriters providing for the sale of the Series 1973 Bonds on terms consistent with the Bond Ordinance, provided that prior to the execution of such Bond Purchase Agreement, Allied Products Corporation shall execute and deliver to the Mayor or the Clerk of the City and to the Under- writers, an Indemnity Letter in substantially the form now before this meeting; and the Clerk is hereby directed to insert a copy of the Indemnity Letter and the Bond Purchase Agreement, in the form submitted to this meeting and approved hereby, in the minutes of this Common Council and to certify thereon that the same is -4- the form of such instruments submitted to this Common Council approved hereby, and identified herein as the Indemnity Letter and the Bond Purchase Agreement, and to keep the same on file. Section 8. Indenture. In order to secure the payment of the principa o3° an i�t on the Bonds, the Mayor and Clerk shall execute, ackmowledge and deliver in the name and on behalf of the City, an Indenture of Trust (Security Agreement), herein identified as and called the.Indenture, in the form submitted to the Common Council, which is hereby approved in all respects; and the Clerk is hereby directed to insert a copy thereof in the form submitted to this meeting and approved hereby, in the minutes of this Common Council and to certify thereon that the same is the form of Indenture so submitted to this Common Council and approved by this Bond Ordinance and identified herein as the Indenture and to keep such Indenture on file. Said Indenture contains provisions authorized and permitted by the Act, and this Bond Ordinance shall constitute a part thereof as therein provided and for all purposes of said Indenture, including the provisions thereof relating to amendments and the severability of provisions of the Indenture, Section 9. Lease, In order to provide for the leasing of the Probe` ct and the payment of rent sufficient in amount to pay the principal of and premium, if any, and interest on the Series 1973 Bonds, the Mayor and Clerk shall execute, acknowledge and deliver in the name and on behalf of the City a Lease Agreement, herein identified as and called the Lease, in the form submitted to this Common Council, which is hereby approved in all respects; and the Clerk is hereby directed to insert a copy thereof, in the form submitted to this meeting and approved hereby, in the minutes of this Common Council and to certify thereon that the same is the form of Lease submitted to this Common Council and approved by this Bond Ordinance and identified herein as the Lease and to keep such Lease on file. Said Lease contains provisions authorized and permitted by the Act. Section 10, Official Statement, The Official Statement of the City vrit respec to t e Bon s an the financing contemplated thereby and hereby is authorized and approved and the Mayor or City Clerk is authorized to execute the same on behalf of the City; and the Clerk is hereby directed to insert a copy of the Official Statement in the form submitted to this meeting and approved hereby, in the minutes of this Common Council and to certify thereon that the same is the form of such Official Statement submitted to this meeting, approved hereby and identified herein as the Official Statement and to keep the same on file. Section 11. General, The Mayor, Clerk, City Controller and City Treasurer be an�Tthay are each hereby authorized and directed, in the name of 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 acquisi- tion of and the leasing of the Project to the Lessee, the issuance and sale of the Series 1973 Bonds, and the securing of the Series. 1973 Bonds under the Indenture, Section 12. Prior Proceedings, All action taken by the Commission, w et er before or a er e effective date of the Act, in connection with the Project and Resolution No. adopted by the Common Council on July _, 1973 are, o t e extent not inconsistent with the Bond Ordinance, ratified and confirmed and incorporated herein. -5- S Section 13. Recognition of New Legislation. It is hereby recognized tt a-- pursuant Smote Enrol ed ct No. 325, the Act became effective upon its approval by the Governor on April 23, 1973, and that pursuant to Section 3 of said Act No, 325 the Commission created by Ordinance No. of the City continues with the powers and duties of a evelopment commissions` under the Act. Section 14. Effective Date. This Bond Ordinance shall be in full force and effect imme ia-e y upon its adoption by the Co_nnnon Council and approval by the Mayor, ATTEST: Presented by: Ucuurcilman Passed in Open Council this day of July, 1973. City Clerk Presiden Presented by me to the Mayor this day of July, 1973, at the hour of o'clock .M. ATTEST: My Clerk Approved this day of July, 1973, at the hour of o t clock ,PQ, City Cler -6- Mayor STATE OF INDIANA ) COUNTY OF ST. JOSEPH 3 I, the undersigned, hereby certify that I an the duly qualified and acting City Clerk of the City of South Bend, St. Joseph County, Indiana, and as such official I further certify that attached hereto is a true and correct copy of Ordinance No, , as adopted by the Common Council of said City on the day of July, 1973, WITNESS my official signature and the seal of said City this day of July, 1973. (SEAL) City Cler FILED 11 CLERK'S OFFICE tst READING -?- a 3- '7 3. JUL 10 1973 PUBLIC HEARING 7 —73- '? 3 2nd READING 9- 02 3 - ?3 r�- •tea. -- -�� NOT APPROVED � - Irene Gammon REFERRED -7- C;TY CLERif, SOUTH BEND, IND. PASSED ? -a 3- -'? 3