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HomeMy Public PortalAbout047-2010 - Economic Development Revenue BondsORDINANCE NO. 47-2010 AN ORDINANCE AUTHORIZING THE CITY OF RICHMOND, INDIANA TO ISSUE ITS "ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2010 (PERPETUAL RECYCLING PROJECT)" AND APPROVING OTHER ACTIONS IN RESPECT THERETO WHEREAS, the Richmond Economic Development Commission (the "EDC") has rendered its Project Report for the Project (as hereinafter defined) regarding the financing of an economic development facility for Perpetual Recycling Solutions, LLC; and WHEREAS, the EDC conducted a public hearing at 6:00 p.m. on November 15, 2010, and thereafter adopted a resolution regarding the financing for the Project (the "Resolution") which Resolution has been transmitted hereto, finding that the financing of such an economic development facility for Perpetual Recycling Solutions, LLC complies with the purposes and provisions of I.C. 36-7-11.9 and 12 and that such financing will be of benefit to the health and welfare of the City of Richmond, Indiana (the "City") and its citizens; and WHEREAS, the EDC has heretofore approved and recommended the adoption of this form of Ordinance by this Common Council, has considered the issue of adverse competitive effect and has approved the forms of and has transmitted the Indenture and Loan Agreement to this Common Council for approval; and WHEREAS, Wayne County, Indiana (the "County"), in which the Project (as defined below) is located has been declared a Midwestern Disaster Area under Section 702(b) of the Heartland Disaster Tax Relief Act of 2008; WHEREAS, the Governor of Indiana's duly authorized designee (the "Governor"), has designated Perpetual Recycling Solutions, LLC (the "Borrower") as a "person carrying on a trade or business replacing a trade or business with respect to which another person suffered such a loss"; and WHEREAS, pursuant to the determination of the Governor's duly authorized designee, that an award of volume to the Projects provided assistance to areas where such assistance is most needed, the Indiana Finance Authority allocated $26,000,000 in Midwestern Disaster Area Bond Volume to the Project; and WHEREAS, the Project is expected to create opportunities for gainful employment in the City, now, therefore NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF RICHMOND, INDIANA THAT: Section 1. It is hereby found that the financing of the economic development facility referred to in the Indenture and Loan Agreement, approved by the EDC and presented to this Common Council, the issuance and sale of one or more series of taxable and tax exempt bonds, known as City of Richmond, Indiana Economic Development Revenue Bonds, Series 2010 (Perpetual Recycling Project) (the "Bonds"), the loan of the proceeds of the Bonds to Perpetual Recycling Solutions, LLC (the "Borrower") to be used for the acquisition, retro-fitting and equipping of the Project, the payment of the Bonds by the Borrower pursuant to the Indenture and Loan Agreement, and the securing of said Bonds under such Indenture and Loan Agreement complies with the purposes and provisions of I.C. 36-7-11.9 and 12, and will be of benefit to the health and welfare of the City and its citizens. Section 2. The proceeds of the Bonds will be used for the financing of the acquisition, retro-fitting and equipping of an existing manufacturing facility located at 1561 Northwest 1 lth Street in the City (the "Project"). Section 3. At the public hearing held before the EDC, the EDC considered whether the Project would have an adverse competitive effect on any similar facilities located in or near the City, and subsequently found, based on special findings of fact set forth in the Resolution transmitted hereto, that the Project would not have an adverse competitive effect. This Common Council hereby confirms the findings set forth in the EDC's Resolution, and concludes that the Project will not have an adverse competitive effect on any other similar facilities in or near the City, and the facility will be of benefit to the health and welfare of the citizens of the City. Section 4. The forms of the Indenture and Loan Agreement approved by the EDC is hereby approved (herein referred to as the "Financing Agreement" referred to in I.C. 36-7-11.9 and 12), and the Financing Agreement shall be incorporated herein by reference and shall be inserted in the minutes of the Common Council and kept on file by the Clerk. In accordance with the provisions of I.C. 36-1-5-4, two (2) copies of the Financing Agreement are on file in the office of the Clerk for public inspection. Section 5. The City shall issue its taxable or tax exempt Bonds in the total principal amount not to exceed $26,000,000, and maturing in no more than thirty (30) years. Said Bonds are to be issued for the purpose of procuring funds to pay the costs of the Project, as more particularly set out in the Financing Agreement, incorporated herein by reference, which Bonds will be payable as to principal, premium, if any, and interest from the payments made by the Borrower under the Financing Agreement. The Bonds shall be issued in fully registered form and shall be redeemable as provided in the final Financing Agreement, but in all events the Bonds shall be subject to redemption at par in no more than twelve (12) years. Payments of principal and interest are payable in lawful money of the United States of America by check or draft mailed or delivered to the registered owners as provided in the Financing Agreement. The Bonds shall never constitute a general obligation of, an indebtedness of, or a charge against the general credit of the City nor are the Bonds payable in any manner from revenues raised by taxation. Section 6. The Mayor and Clerk are authorized and directed to approve the sale of the Bonds to the original purchasers (the "Purchasers") at the price of 100% of the principal amount thereof. The Bonds shall bear interest at a fixed rate pursuant to the Financing Agreement, provided that the interest rate on the Bonds shall not exceed 12% per annum. Section 7. The Mayor and Clerk are authorized and directed to execute, attest, affix or imprint by any means the City seal to the Financing Agreement approved herein on behalf of the City and any other document or certificate which may be necessary or desirable prior to, on or after the date hereof to consummate or facilitate the transaction, including the Bonds authorized herein. The Mayor and Clerk are hereby expressly authorized to deem the Official Statement relating to the issuance of the Bonds as nearly final and the distribution of the nearly final Official Statement is hereby approved. The Mayor and Clerk are hereby expressly authorized to approve any modifications or additions to the Financing Agreement which take place after the date of this Ordinance with the review and advice of counsel to the City; it being the express understanding of this Common Council that said Financing Agreement may change; however, the statutorily required approvals of the Common Council shall not change after the date of this Ordinance. The approval of said modifications or additions shall be conclusively evidenced by the execution and attestation thereof and the affixing of the seal thereto or the imprinting of the seal thereon; provided, however, that no such modification or addition shall change the maximum principal amount of, interest rate on or term of the Bonds as approved by the Common Council by this Ordinance without further consideration by the Common Council. The signatures of the Mayor and Clerk on the Bonds may be either manual or facsimile signatures. The Clerk is authorized to arrange for delivery of such Bonds to the Purchasers and the Purchasers will make such payment for the Bonds available to Borrower as provided in the Financing Agreement. The Bonds shall be originally dated the date of issuance and delivery thereof. Section 8. The provisions of this Ordinance and the Financing Agreement securing the Bonds shall constitute a contract binding between the City, the Purchasers and the Borrower, and after the issuance of said Bonds, this Ordinance shall not be repealed or amended in any respect which would adversely affect the rights of such holders so long as said Bonds or the interest thereon remains unpaid. Section 9. This Ordinance shall be in full force and effect from and after its passage. Passed and adopted by the Common Council of the City of Richmond, Indiana this _15th _ day of November 2010. RICHMOND COMMON COUNCIL S/S J. Clayton Miller J. Clayton Miller, President ATTEST: S/S Karen Chasteen Karen Chasteen, City Clerk PRESENTED to the Mayor of the City of Richmond, Indiana, this _16th day of November , 2010, at 9:00 a.m. _S/S Karen Chateen , City Clerk Karen Chasteen, City Clerk APPROVED by me, Sarah L. Hutton, Mayor of the City of Richmond, Indiana, this _16th day of November , 2010, at 9:05 a.m. S/S Sarah L. Hutton Sarah L. Hutton, Mayor ATTEST: S/S Karen Chasteen Karen Chasteen, City Clerk