Loading...
HomeMy Public PortalAbout2747-1972 - Athorizing the Lease between the City and Elder Beermanaa*LV4 rxu rim T. '< ICD ORDINANCE NO. S AUTHORIZING THE THE CITY 1OF R cs SP .+ 2747, , 1972 :XECUTION-OF A LEASE By Imo. 1A R, AUMOR- ANDIN- THE AS A .b6Vz*fT` "F i -�I"%QR 10.99BAS , there was created by Ordnance of the City og,'Rich saw,"Indiiaha, a Department of Economic Development known. as " :chMud EcanOmic Development Commission", all pursuant to the authority contai in the "Municipal Economic Develop- t Act z;,>f 1965", and, iWRUS, then Richmond Economic Development Commission by written resolution Oetermin4a that because of the existing in- suffi ` t UROWl ortim the-*c(>Aozk1jc welfare of sae City voOA be benefited by the acquisition of land, the. con- Mitt of a=ern. Pal p*rttmnt store of 0 6XJAftt*1V 100409Q square feet pud; ;the leasing :of such facility tin: an 4400,t"ced, successful and financially reliable department >f; `t rrator, which such resolution and findings were approved ' Coon Ce"ni f , and MMUMS, the A"ort of Estimated Public Services and Costs wee vubmittod to the Chaizman of the .Richmond Plan Commission and t4eX04perintendent of the.'Pla and school Corporation, who for- atw fir written covsentts'cmcerning such report and trans- 4 tt-;auk coaanents to the City Clerk, all pursuant to the said Esap ai c Development Act of 1965, and SAS,, that Richomad Economic Development Commission a oved thin -ordinance authorizing the execution of the lease by and between The SlAer-+1eerum Stores Corp., an .Ohio corporation, as Lesse, and City of Richmond, as Lessor, a copy of which is attached hereto Zo rt, hereof and marked "Exhibit -A!. authoriziaR .. th* 1stuance of City of Riolmnd, Indiana, Economi6 , Development `lira 44ig a e g ttevgn Bonds {43der-13eekman Stores Corp. t LesseB$ y , apd. au= orizing . the securing of said bands by a Trust Indenture and.indenture of Mortgage betoce®n the City of Rimand and the Second National gatias of Richmond, Richmond, Indiana, as Trustee, a copy of which is'attached hereto, made a part hereof and marked""Exhibit B",and iiEREAS, the Common Council has heretofore approved the findings of the' Richmond i0g9noinic I e'fel � ' Ccm►mias o t fob the: Wesel of the copstructi.on and leasiakg pf. sae_ facility, thg est ai ted cost d w of which isinthe approximate amount of $1,500,000.00, based on the engineer's estimate of the' cost of construction and the expenses incidehtal to the project, and W$RJ1AS,,pursuant -to the Municipal Economic ' Revenue , Act of 1965, it is necessark,a#41-proper. for the City to issue and sell its Economies Development Revenue -Bonds in 'order to procure.the funds necessary, to meet the, cost of said**oject, which band shall be --payable solely from the revenues and receipts derived from the ling or sale:of the project. and WNAS, the Common Council has examined the proposed lease With .11heMElder-Beerman ,Stores Corp., "Exhibit A",' and the proposed Trust indenture and' Indenture of Mortgage, "Exhibit; B" , to secure said bonds,, and WHEREAS, by -reason of the foregoing facts, which the Common Council'am finds, determines and declares to be true, it is deemed neceasary..and.advisable and would be of public benefit to the economic welfare of the City by tending to overcome tbo existing -insufficient_ employment --opportunities, increase the payroll -and broaden its tax base, and that.such benefits are greater than. the -cost of the public facilities which would be required by the project, and -2-. ds� r XNER'BAS, the Richmond Economic Development Commisef has deter h! cd to sell sudh revenue 'boida,, atprivate 'sale, "and has contacted lendin4 institutlgns in Indianapolis, Indiana, and Richd, Indiana,who have agreed to purchase said bonds at a rate which .will insure the consummation of the transaction With Lessee, thus making such project economically feasible, and WHEREAS, The Second National Bank of Richmond, Richmond, Indiana, has agreed, to purchase $500,000..00 of said bonds at an annual percentage rate of 3.50.payable in 360 equal installments of $2.245.23, all in accordance with Schedule 1, attached -.hereto and made a part hereof; likewise The Indiana National Bank of Indianapolis, Indianapolis, Indiana has agreed to purchase $750 j,00.0.00 of said ..bonds (see Schedules 2, 4 and 5 attached hereto anti made apart hereof); and likewise The First National Bank of Richmond, Richmond, Indiana, has agreed to purchase $250,000.00 of.said bonds (see Schedule 3 attached hereto and made a part hereof) BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF RICHMOND: Section 1 That the City of Richmond (hereinafter slimes referred to as the "City") has created by ordinance a Department of Eetu bmi c Deve "zit, known as: the "Richmond Economic Develop- ment Comnission`'(hereinafter sometimes referred to as "REDC") which has acquired from the Redevelopment Department of.the City of Richmond, 'a -tract .of real estate in Project No. One, Central Renewal Area, located on the south side of Main Street between South Sixth and Seventh Street; and has agreed to construct thereon a100-000 square foot two storied modern full -service department store (hereinafter sometimes referred to as the "Project"), and to lease such facility to The Elder-Beerman Stores Corp., an Ohio corporation, pursuant to the terms, provisions and conditions set toirtli in the Indenture of Lease, "Exhibit A", which said lease is hortin confirmed and approved and which said lease shall be executed on behalf of the City by the Mayor and the City Clesdcr.in. accordance with the Municipal Economic Development Apt of 1965. Section 2. The Project shall be constructed and erected in accordance with the plans, specifications and estimates prepared by. Jacobs -Maze &'Associates of Richmond,.Indiana,.eonsulting engineers 'employed by REDO, which said plans., specifications and estimates have been approved by REDC and The Elder-Beerman Stores Corp., as Lessee, All contracts, obligations and expenses incurred in connection with said project shall be paid solely and only out of the proceeds of the revenue bonds hereinafter authorized, and the interest on and principal of all of the bonds issued pursuant to this ordinance shall be paid solely and exclusively from the revenues and receipts derived from the leasing or sale of the Project, and said contract obligations, expenses, bonds and interest shall not constitute in any respect a corporate obligation of the City within the provisions and limitations of the Constitution of the State of Indiana. section 3; For the purpose of procuring funds to be applied on the cost of said Project, the City of Richmond shall issue its Economic Development First'MoOrtgage•Revenue Bonds (Elder-Beerman Stores Corp., Lessee), under and pursuant to the provisions of this ordinance and in accordance with the Municipal Economic Development Act of 1965, which said bonds shall be payable out of the special fund herein created and shall be designated as "City of- Richmond, Indiana, Economic Development First Mortgage Revenue Bonds (Elder Beerman Stores Corp,. - Lessee). Section 4. Said bonds shall be in the principal amount of One Million Five 'Hundred Thousand Dollars ($1,500;000.00), in denominationsof $500,000.00, $350,000.00, $250,000.00, $250,000.00 and $150;0,00.00, and numbered consecutively from 1 to 5 both inclusive, dated as.of the day of the month in which said bonds are sold, and shall bear interest at a rate of three and one-half per cent (3.50%) -4 p,t �iaum, which interestshall be payable .quarterly untdl.the commence- ment bf the lease and thereafter monthly as is set forth,1h Schedules l through 5-inclusive. Principal and -interest on said bonds shall be payable in lawful money of the United States of America at The Second National Bank of Richmond, Richmond, Indiana. The Mayor and the City Controller are hereby authorized and directed to sell $500,000..00'of said Bonds to The Second National Bank of Richmond, Richmond, Indiana, at an annual percentage rate of 1.50 payable in 360 equal monthly installments of $2,245.23; all in accordance with Schedule 1 hereto, to sell $750,.000.00 :of said Bonds to: The Indiana National Bank of Indianapolis, Indianapolis, Indiana, at an annual percentage rate of 3:50 payable .in 360 equal monthly installments of $1,571.66, $1,122.62 and $6u73.57,all in accordance with ,Schedules 12,,41 and 5 heretol and to sell $250,.000.00. of said Bands to.The First National Bank of Richmond,. Richmond, Indiana, at an annual.peree.ntage rate.'of 3':50 payable in 360 equal monthly installments of $1,122.'62, all in.accordance with .Schedule 3'he.reto. The proceeds of which Bonds are to be.applied solely to the cost of the Project,. including the incidental eased incurred in connection therewith. That said Bonds shall be secured by a Trust .Indenture .and Indenture of Mortgage byand between the City and The Se pond National Bank of Richmond, Richmond, Indiana,- as -T.rus.tee, pursuant to the terms, provisions and conditions set forthIn said Inden- ture .of Trust,. "Exhiidt B" , which 'said indenture 'is herein con- firmed and approved and which said Indenture of Trust shall be executed on behalf:of t" City by the Mayor and the City Clerk, in accordance with the Municipal Economic Development Act of 1965. Section 5,'he; Bonds ,are callel+e'fowl "redemption in the event: -5- c�) Condemnation or destruction of the Project to the. extent provided in the Lease, "Exhibit A", or, (2). Exercise by the Lessee of its option to purchase the Project as provided in the Lease, "Exhibit A". Section 6. Said bonds shall be signed in the name of the City of Richmond bythe mayor and the City Clerk, .and the seal of the City shall be affixed to each of said bonds. Said bonds shall be transferable by delivery. Section 7. The form and tenor of said bonds shall be substantially as follows, all blanks to be filled in properly prior to delivery thereof (FORM OF BOND] UNITED STATES OF AMERICA STATR OF INDIANA COUNTY OF WAYNE CITY OF RICHMOND ECONOMIC DEVELOPMENT FIRST MORTGAGE REVENUE BOND (E`LDERK-BEERMAN STORES CORP LESSEE) No. $ SNOW ALL MEN BY THESE ?RESENTS, .th$t 'tha..City 'of Richmond, . in the County of Wayne, and State of Indiana, (hereinafter some- times. called "IssVer^): f;, muni,cxJal co3rporat; on and, political subdivision of'tti6A. to to .Pr Ind ana, :for value ieaeivedr. promises to pay to bearer, but�soleTy from the souree-and in the manner, here-- inafter set forth,; the principal sum of DOLLARS in accordance with the amortization Schedule No. ,;attached hereto a d made a part hereof, commencing 'thirty MrWiys After com%encement of lease, described below, until the principal :sum is paid, subject to the provisions -,hereinafter mentioned with '.respect to redemption prior°to maturity. The principal 'sum of this: Bond and interest thereon are payable in lawful money of the United StatOA bf America and without deduction for services as paying agent.. at the corporate trust office: of the Trustee, presently the Second National Bank of Richmond, Richmond, Indiana,, Provided, however, that prior to the commencement of the, monthly payments of principal and interest, interest shall be paid quarterly. -6- bq ,. 'T1iis Bond is one of a duly authorized issue 'of Fcan c Develop - *mortgage Revenue Bonds, issuable under an ord%ance passed "by' tho-Common Council of said City on the` day of` , 2,.being Ordinance. No. � 1972--aggregating m princ.pal t One. Million Five 'Hun a Thousand Dollars and-i;siMed for propose of constructing a two story modern full -service departih ;,=store in Project No.. One, Central Renewal Area of Richmond, In&�Ea for lease and subsequent -sale to The Elder-Beerman Stores Corp, .(heXein sometimes referred to as "Lessee^), in order to expand and develop commercialidevelopment in, the„City of Richmond, Indiana and therd*.harovide additional employs ht opportunities and,,diveraification of industry and improve the prosperity, econc stabs li'�' and g!*&ial :wed dare 4 °,. e p i le` of said City, said facilities being'herein refeifed to as`'the "Project". The Lessee has an option to purchase. the Pr J act aft_ any time during the. term of tk�e'< lease (=min" somea...to= as "Li ase'"j and untder taxtaip ca. cuii tances .Adefintt in the Lease. Said Bonds are all issued `under and are to ..be equally and ratably secured and entitled to the protection given by the Trust Indenture and Indeenture of Mortgage, authorized and approved by. Otdinance No.' , 1�'iz53, dated as of, ... , 19.72, duly executed and. *veered by the C to a aeon ational. Bank of 'Richmond, d, Indiana, as Trustee (the term "Trusted* whore used referring cojlootively "to said Trustso or its successors n said trust appoifited pursuant to the Indenture)', which :Indenture is recorded in the office;of.the Recorder of Wayne County, Indiana, and refersnce is",hereby made to the Indenture thereto for a more complete description of the. Project, the provisions, 'among others, Lth;respeot to.the nature and extent of the security,' the rights, t9.es and: obligations of the City, the Trustee and the holders of the Bonds -and the terms and conditions upon which the Bonds are i"-ued and secured, to all of the provisions -of which 'Indenture, each hoWer, by the `acceptance 'hereof, assents. This Bond isfully negotiable. The principal of this Bond shall be payable only to or on the 'order of the holder. Interest accruing on this Bond will be paid as it .respectively becomes due in accordance with .attached Schedule No. These bonds -are callable for rede*pt*on, without premium, for balance of interest on and principal of said Bonds in the..event: (1.) Condemnation or destruction of the Project to the extent provided in the Lease, or, (2.)' Exercise by the Lessee.of its option to purchase the Project as` provided in .the Lease. The Bonds -are issued pursuant to the laws of the State of Indiana, parti;oularly the municipal Economic Development Act of 1965 together with '.all amendments thereto and ordinances duly adopted by. the Common Council of the City." The Bonds and interest .are special obligations of the City andpare payable as to principal ap. interest solely out of the rentals; revenues and other income, chA s and moneys realized from the leasing; sale or .other disposition of the Project and are nat -otherwise an obligation of the City. Thai Bonds are not secured by an ci?igation or pledge of any moneys.receiveB;, or to be received, from i ation,or faroie the State of Indiana or any,p©litical subdivision or t *, itrict tbereof and do not now and shall never represent or coz brute a general obligation, debt or pledge of the faith and credit of the City Rental payments sufficient for the prompt payment when -due of the interest on and principal of said Bonds -are required by the Lease to be paid to the Trustee for the account of the City -7- ,deposited in'a special account created by. the, City:awd designated " S1der-Neerman Stores Corp.'Revenueun .Sond Fd"'an iaive begin duly i�fted for that purpose. The holder of this Bond shall not be entitled to enforce the provisions of the 'Indenture or to institute, a Ar is or defend any suit,.action or proceeding at law or in equity to enforce any rights;,,remdies or covenants granted by' the Indenture, or to take any action with '.respect toany event of default under the Indenture, except as provided in the Indenture, if an event of default, as defined in the Indenture, shall occur, the principal of this Bond and all other'bonda secured by the inden twm, then, issued and, outstanding may be declared :due "and payable in the manner and with the effect provided by the Indenture, but subject to waiver of such default as provided in the Indenture. No provision of this Bond or the Indenture and no reference herein to the Indenture !shall have the effect of incorporating in the terms of this Bond any provision which would alter or impair the.obligation of the City to pay, but solely from the funds, reve- nues did moneys herein described, the principal of and interest on this Stand at the times and places and in the coin or curre*ry pro- vided herein or affect the right of the holder of this Bond or the coupons attached hereto to -enforce payment thereof from such funds, revenues' and moneys at and after the date of maturity.. of this Bond viftout reference to or consent of the Trustee or the bolder of any other Bond. AND,IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things .necessary to be done by. the 'City precedent to and i:n the Issuing of the"'Bonds and in the execution and delivery of the Inden- tune and.Lease, have been done and performed in regular and due form as provided bylaw; and -the City has, on its behalf, received pay- ment in full for the Bonds; and that the Bonds do not exceed or violate any constitutional or statutory limitation Neither this Bond shall be entitled.to_aay._security or -benefit under -the Indenture -or -become: :valid or obligatory fbx any. purpose 'until .the certificate of authentication hereon shall have been signed by the Trustee. IN WITNSSS',WHEREOF the City of Richmond in the County of Wayne and atate'of Indiana, has caused this: Bond to be executed in the name of the City by the signatures of its Mayor and City Clerk, and its corporate seal to be' affixed hereon, ...... 0Q, City7leik [FORM OF TRUSTEE'S CERTIFICATE OF AUTHENTICATION] This: Bond.is one of the Bonds described in the within -mentioned Indenture_.., ThR SE Cem 31 2O i<AL BAW ,OV UCHM0hD RICE) INDIANA, By: oris. Cer. . 8- Section S. There is herebycreatedby the City and -ordered taistained'as a separate bank account in the custody of the Trustee in the name of the City to be designated as "The .Elder-Beerman Con- struction Fund" (which is sometimes referred to as the "Construction Fund"), and shall be held and disbursed in accordance with provision of the Trust Indenture, "Exhibit B". Moneys in the Construction Fund shall be invested pursuant to the provision of said Trust Indenture and disbursed in accordance therewith. The City cove- nants and agrees to take all necessary and appropriate action promptly in approving and ordering all such disbursements. The Trustee is hereby authorized and directed to issue its check for each disbursement required bythe provisions of the`Trust Inden- ture Section 9. The Project has been authorized to be leased under the Lease and the rent payments provided in the Lease are to be remitted directly to the Trustee for the account of the City and deposited in the Bond Fund described below. The rent payments under said Lease are sufficient in amount to pay the principal and interest on the Bonds, and the entire amount of said rent payments is pledged to the payment of the principal of and interest on the Project Bonds. There is hereby created by the City and ordered maintained, as 'a separate bank account in the custody of the Trustee, a trust fund to be designated "Elder-Beerman Revenue Bond.Fund" (sometimes referred to herein as'the,- Bond Fund") , .which shall be used to pay the interest on; and principal:with`respect to the Bonds. In addition to the amounts specified to be deposited in the Bond Fund, there,shall be depositea•into the Bond Fund, as and when received, (a.) any amount remaining in the Construction Fund; (b) all rent payments specified in the Lease; and (c) all other moneys received by the Trustee under and pursuant to any of the provisions of the Lease. -9- Section 10. The provisions of this ordinance`shall.00nstitute a contract by and between the City and the holders of the bonds herein authorized, all the 'terms of which .shall be enforceable byany"bo*dholder by any and all appropriate proceedings in law. or in equity.. After the issuance of said bonds this ordinance shall not be repealed, amended or modified in any respect which will adversely affect the rights or interests of the holders of said bonds, norshallthe Common Council or any other body of the City adopt any law, ordinance or resolution in any way adversely affecting the rights of the bondholders 'so long as any of said bonds, or the interest thereon, remain outstanding or unpaid. Section 11. The :provisions of this ordinance shall be con- strued to. create a trust in the proceeds derived from the sale of the bonds herein authorized, for the uses and purposes herein set forth, and so long as any of the bonds are outstanding, the provisions of this ordinance shall also be construed to create a trust in the revenues of said Lease for the uses and purposes of said fund, as in this ordinance set forth. Section 12. None of the provisions of this ordinance shall be. construed as r.Jtquiring the .exTq'ndkture ot;- any, funds of the City derived from any sources, ottmr than the proaeec�g; ,of revenues of said Lease. Section 13._ All ordJhaneea and parts.,of 'ordlnances in con- flict here4ith .are hereby repealed. Section 14. This ;ordinance shall be in full force and effect from and -after its passage and signing by the Mayor. Passed and adopted by. the Common Council of the City of Rich- wnd on the;rep day of 1972. Attest: L5ty• Presented by me to the Mayor of the City of Richmcn3d' on the day of --G. , .....�_• ._ 19 72 , at the hour of -10 y '' r This ordinance approved and signed by me on the -Iz�4day of 1972, at the hour of Aij o'clock P.M. (EST). mayor 17 —11_