HomeMy Public PortalAboutORD15041 SUBSTITUTE
BILL NO. 2012-92
SPONSORED BY COUNCILMAN Schulte
ORDINANCE NO. 15041
AN ORDINANCE APPROVING A PLAN FOR AN INDUSTRIAL DEVELOPMENT PROJECT
FOR ALPLA, INC., A GEORGIA CORPORATION, CONSISTING OF THE ACQUISITION
AND INSTALLATION OF NEW EQUIPMENT AT THE EXISTING PLANT; AUTHORIZING
THE CITY OF JEFFERSON, MISSOURI, TO ISSUE TAXABLE INDUSTRIAL
DEVELOPMENT REVENUE BONDS (ALPLA, INC. PROJECT), SERIES 2012, IN A
PRINCIPAL AMOUNT NOT TO EXCEED $2,000,000 TO FINANCE THE COSTS OF SUCH
PROJECT; AUTHORIZING AND APPROVING CERTAIN DOCUMENTS; AND
AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION WITH THE ISSUANCE OF
THE BONDS.
WHEREAS, The City of Jefferson, Missouri (the "City"), is authorized under the provisions of Article
VI, Section 27 of the Missouri Constitution, as amended, and Sections 100.010 to
100.200, inclusive, of the Revised Statutes of Missouri, as amended (collectively, the
"Act"),to purchase, construct, extend and improve certain projects (as defined in the Act)
for the purposes set forth in the Act and to issue industrial development revenue bonds
for the purpose of providing funds to pay a portion of the costs of such projects and to
lease or otherwise dispose of such projects to private persons or corporations for
manufacturing, commercial, warehousing and industrial development purposes upon such
terms and conditions as the City shall deem advisable; and
WHEREAS, The City, in accordance with Section 100.050 of the Act, has prepared a plan for
industrial development (the "Plan") for ALPLA, Inc., a Georgia corporation (the
"Company"), with respect to a project consisting of the acquisition and installation of
new equipment at the existing plant(the"Project"), notice of the Project was given to the
taxing jurisdictions in accordance with Section 100.059.1 of the Act and the City now
desires to approve the Plan; and
WHEREAS, The City desires to finance the costs of the Project out of the proceeds of industrial
development revenue bonds to be issued under the Act(the"Bonds"); and
WHEREAS, The City has and does hereby find and determine that it is desirable for the economic
development of the City and within the public purposes of the Act that the City proceed
with the issuance of the Bonds for the purpose described above;and
WHEREAS, the City further finds and determines that it is necessary and desirable in connection with
the issuance of the Bonds that the City enter into certain documents, and that the City take
certain other actions and approve the execution of certain other documents as herein
provided;
NOW, THEREFORE, BE IT ENACTED BY THE COUNCIL OF THE CITY OF
JEFFERSON,MISSOURI,AS FOLLOWS:
Section 1. Promotion of Economic Development. The Council hereby finds and
determines that the Project will promote the economic welfare and the development of the City, and the
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issuance of the Bonds by the City to pay the costs of the Project will be in furtherance of the public
purposes set forth in the Act.
Section 2. Approval of Plan. The Council hereby approves the Plan for Industrial
Development Project attached hereto as Exhibit A in accordance with Section 100.050 of the Act.
Section 3. Authorization and Sale of the Bonds. The City is hereby authorized to issue and
sell its Taxable Industrial Development Revenue Bonds(ALPLA, Inc. Project), Series 2012, in an aggregate
principal amount not to exceed $2,000,000, for the purpose of providing funds to pay the costs of the
Project. The Bonds shall be issued and secured pursuant to the herein authorized Trust Indenture and
shall bear such date, shall mature at such time, shall be in such denominations, shall bear interest at such
rate, shall be in such form, shall be subject to redemption, shall have such other terms and provisions,
shall be issued, executed and delivered in such manner and shall be subject to such provisions, covenants
and agreements as are specified in the Trust Indenture upon the execution thereof, and the signatures of
the officers of the City executing the Trust Indenture shall constitute conclusive evidence of their
approval and the City's approval thereof. The sale of the Bonds to the Company at private sale pursuant
to the provisions of Section 108.170 of Revised Statutes of Missouri, as amended, at the interest rate and
upon the terms set forth in the Trust Indenture is hereby approved.
Section 4. Limited Obligations. The Bonds and the interest thereon shall be limited
obligations of the City payable solely out of the payments, revenues and receipts derived by the City from
the herein authorized Lease Agreement, and such payments, revenues and receipts shall be pledged and
assigned to the Trustee as security for the payment of the Bonds as provided in the Trust Indenture. The
Bonds and interest thereon shall not be deemed to constitute a debt or liability of the City within the
meaning of any constitutional provision, statutory limitation or City Charter provision and shall not
constitute a pledge of the full faith and credit of the City. The issuance of the Bonds shall not, directly,
indirectly or contingently, obligate the City to levy any form of taxation therefor or to make any
appropriation for their payment.
Section 5. Approval and Authorization of Documents. The following documents (the
"City Documents") are hereby approved in substantially the forms presented to the Council at this meeting
(copies of which documents shall be filed in the records of the City), and the City is hereby authorized to
execute and deliver the City Documents with such changes therein as shall be approved by the officials of
the City executing such documents, such officials' signatures thereon being conclusive evidence of their
approval thereof:
(a) Trust Indenture dated as of the date set forth therein (the "Trust Indenture"), between the
City and the bond trustee named therein(the"Trustee"),pursuant to which the Bonds shall
be issued and the City shall pledge and assign the payments, revenues and receipts
received pursuant to the Lease Agreement to the Trustee for the benefit and security of
the owners of the Bonds upon the terms and conditions as set forth in the Trust Indenture;
(b) Lease Agreement dated as of the date set forth therein (the "Lease Agreement"), between
the City and the Company, under which the City will provide funds for the purchase and
installation of the Project and lease the Project to the Company pursuant to the terms and
conditions in the Lease Agreement, in consideration of rental payments by the Company
which will be sufficient to pay the principal of,premium, if any,and interest on the Bonds;
(c) Bond Purchase Agreement dated as of the date set forth therein, between the City and the
Company,pursuant to which the Company agrees to purchase the Bonds;and
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{d} Performance Agreement dated as of the date set forth therein, between the City and the
Company, pursuant to which the City has granted the Company certain rights with
respect to the abatement of cud valoreun personal property taxes oil the Project in
consideration for the Company's expectation to maintain a certain level of employment at
the Project site.
Section 6. Execution of Documents. The Mayor is hereby authorized and directed to
execute the Bonds and to deliver the Bonds to the Trustee for authentication for and on behalf of and as the
act and deed of the City in the manner provided in the Indenture. The Mayor is hereby authorized and
directed to execute the City Documents and such other documents, certificates and instruments as may be
necessary or desirable to carry out and comply with the intent of this Ordinance, for and on behalf of and as
the act and deed of the City. The City Clerk is hereby authorized and directed to attest to and affix the seal
of the City to the Bonds and the City Documents and such other documents, certificates and instruments as
may be necessary or desirable to carry out and comply with the intent of this Ordinance.
Section 7. Further Authority. The City shall, and the officials, agents and employees of the
City are hereby authorized and directed to, take such further action, and execute such other documents,
certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this
Ordinance and to cant' out, comply with and perform the duties of the City with respect to the Bonds and
the City Documents.
Section 8. Effective Date. This Ordinance shall take effect and be in full force and effect
from and after its passage by the City Council and approval by the Mayor.
Passed: { I � . Approved:
Presiding Officer Mayor
Al TG T`: APPROVED A TO FORM:
rah, Ll' rk City ounselor
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EXHIBIT A
TO ORDINANCE NO. 15041
PLAN FOR INDUSTRIAL DEVELOPMENT PROJECT
FOR ALPLA,INC.
1. Descriotion of the Proiect. The Project consists of the acquisition and installation of a
equipment(the"Project") used to manufacture plastic containers and related products at an existing plant
operated by ALPLA, Inc. (the "Company") at 2662 Militia Drive, Jefferson City, Missouri. The Project
will be leased from the City to the Company pursuant to a lease agreement that will provide the Company
an option to purchase the Project. The Project will further the economic development and employment in
the City, other local taxing districts and the State of Missouri,and it will further the general welfare of the
City, said taxing districts and the State of Missouri. The Project is expected to result in the creation of 25
new jobs.
2. Estimate of the Cost of the Proiect. The Company has estimated investment in the
equipment comprising the Project to be approximately $2,000,000. The cost-benefit analysis attached as
Exhibit 1 is based on the expected total investment of$2,000,000.
3. Source of Funds to be Expended for the Proiect. The source of funds to be expended
for the Project will be proceeds of the sale of taxable industrial development revenue bonds(the"Bonds")
to be issued by the City. The Bonds shall be issued upon such terms, in such amounts and at such time as
shall be satisfactory to the City and the Company.
4. Statement of the Terms Upon Which the Proiect is to be Leased and Otherwise
Disposed of by the County. The Project will be leased by the City to the Company in accordance with
the terms of a lease agreement(the"Lease") for lease payments equal to the principal and interest on the
proposed Bonds. The Company will have the option to purchase the Project at the termination of the
Lease. The Bonds will be payable solely from the revenues derived by the City from the Lease or other
disposition of the Project and the Bonds will not be an indebtedness or general obligation, debt or liability
of the City. The Lease will be for a term ending in the final year of tax abatement provided.
5. Affected Taxing Jurisdictions:
• Jefferson City School District
• City of Jefferson
• Cole County(General Revenue and Road and Bridge levies)
• Missouri River Regional Library District
• Handicap Board
• State of Missouri Blind Pension Fund
6. Equalized Assessed Valuation. The most recent equalized assessed valuation on the
personal property included in the Project, as of January 1, 2012, was $0. No real property is included in
the Project. An estimate as to the equalized assessed valuation of personal property included in the
Project after development is $594,671. Although there may be improvements to real property as a result
of the Project, the Project only consists of, and the Bond proceeds will only pay for costs associated with,
personal property.
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7. Cost-Benefit Analysis. Attached hereto as Exhibit 1 is an analysis of the costs and
benefits of the initial Project investment on each taxing district over a period of ten years. The Company
has been offered full tax abatement on all costs financed with the Bonds for a period of five years.
Therefore, for property acquired in 2012, full abatement will occur in years 2013 through 2017. The
projections therein are estimates based on numerous assumptions(as described in Exhibit 1). The actual
revenues generated from the Project may be significantly different from those shown in the exhibits.
8. Payments in Lieu of Taxes. The Company has been offered full tax abatement on all
costs financed with the Bonds for a period of five years. Consequently, no payments in lieu of taxes are
expected to be made. However, if the Company fails to create and maintain 25 new jobs, the company
will be required to begin making payments in lieu of taxes in an amount determined by a formula taking
into account the actual number of new jobs created compared to the projected number of new jobs.
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SCHEDULE 1
To Ordinance No. 15041
COST BENEFIT ANALYSIS
PREPARED BY GILMORE&BELL,P.C.
y
State of Missouri
Cole County
Larry D.Rademan,Recorder of Deeds
RECORDED
Book: 626 Page: 665
Receipt#:262745 Total Fees: $30.00
Reception:201216188
Pages Recorded: 3 Deputy:
Date Recorded: 12/21/201210:33:10 AM
c,
SEAL
OLE
(The above space is reserved for Recorder's Certification.)
SPECIAL WARRANTY DEED
THIS SPECIAL WARRANTY DEED, made as of December 20, 2012, from the CITY OF
JEFFERSON,MISSOURI,a political subdivision and body corporate organized and existing under the
laws of the State of Missouri (the "Grantor"), to ALPLA,INC., a Georgia corporation(the"Grantee"),
having its mailing address as follows:299 Highway 155 South,McDonough,Georgia 30253.
WITNESSETH,THAT THE GRANTOR,in consideration of the sum of Ten Dollars($10.00)
and other valuable considerations to it paid by the Grantee(the receipt of which is hereby acknowledged)
does by these presents,SELL and CONVEY unto the Grantee, its successors and assigns,the lots,tracts
or parcels of land described in EXHIBIT A,which is attached hereto.
TO HAVE AND TO HOLD,the premises aforesaid,with all and singular the rights,privileges,
appurtenances and immunities thereto belonging or in anyway appertaining unto the Grantee and unto its
successors and assigns forever; the Grantor hereby covenanting that the said premises are free and clear
from any encumbrance done or suffered by it; and that it will warrant and defend the title to said
premises unto the Grantee and unto the Grantee's successors and assigns forever, against the Iawful
claims and demands of all persons claiming under it.
IN WITNESS WHEREOF,the Grantor has executed this Special Warranty Deed as of the day
and year above written.
CITY OF JEFFERSON,MISS
By:
Name: Eric J. Struemph
Title: Mayor
ACKNOWLEDGMENT
STATE OF MISSOURI )
SS.
COUNTY OF COLE )
On this�L day of December,2412, before me appeared Eric J. Struemph, to me personally
known, who, being by me duly sworn, did say that he is the Mayor of CITY OF JEFFERSON,
MISSOURI, a home rule city and municipal corporation organized and existing under the laws of the
State of Missouri,and that said instrument was signed in behalf of said city by authority of its Council,and
said person acknowledged said instrument to be the free act and deed of said city.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial seal the day and
year last above written.
[SEAL]
Notary Public
My commission expires: lor
`4%%Ng tERTuii Y*
ALPLA,Inc.
Special Warranty Deed
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' e
EXHIBIT A
Part of U.S. Private Survey No. 2596 and part of the Southeast Quarter of Section 24, Township 44
North,Range 11 West,Cole County,Missouri,more particularly described as follows:
FROM the southwest corner of said U.S. Private Survey No. 2596; thence N 85° 42' 11" E, along the
southerly line of said U.S. Private Survey No.2596, 1648.92 feet to a stone on the southern boundary of
the 37.03 acre tract described by deed of record in Book 369, page 753, Cole County Recorder's Office
and said point being described therein as the most westerly corner of a 1.23 acre tract of land described in
Book 127, page 55, Cole County Recorder's Office;thence N 89°30'20" E,along the southern boundary
of the aforesaid tract described in Book 369, page 753, 220.91 feet to the POINT OF BEGINNING for
this description; thence N 24°06' 13" E,on a direct line, 856.32 feet to a point intersecting the southerly
right-of-way line of the Algoa Road Connection to Militia Drive Right-of-way, formerly known as Algoa
Spur, as per deed of record in Book 379, page 992, Cole County Recorder's Office; thence along said
Connection Right-of-way and continuing along the westerly line of said Militia Drive Right-of-way,the
following courses: S 47°55'44" E, 27.87 feet;thence S 54°22'39" E, 164.68 feet;thence S 47°05'22"
E, 107.84 feet; thence S 43° 56 33" E, 60.01 feet; thence S 54°03' 12" E, 92.53 feet;thence S 63° 39'
00" E, 93.62 feet; thence S 41°21' 10" E 156.34 feet; thence Southerly, on a curve to the left, having a
radius of 4166.66 feet, an arc distance of 103.95 feet, (the chord of said curve being S 3° 11' 29" W,
103.94 feet);thence S 2°28'37" W,219.23 feet;thence S 13°47'02" W, 7.08 feet to a point intersecting
the southerly boundary of the aforesaid 37.03 acre tract described in Book 369,page 753;thence leaving
said Militia Drive Right-of-way Line, S 89° 30' 20" W, along the southerly boundary of said 37.03 acre
tract, 870.08 feet to the POINT OF BEGINNING.
OTHER OFFICES: GILMOkEBELL
ST.Louis.MISSOURI GILMORE&BELL PC-ATTORNEYS AT LAW JACOB S.LOWRY
WICHITA,KANSAS 2405 GRAND BOULEVARD,SUITE 1100 Direct Dial: 816-218-7559
LINCOLN,NEBRASKA KANSAS CITY,MISSOURI 64108-2521 E-Mail: jlowry@gilmorebell.com
816-221-1000
FACSIMILE:816-221-1018
January 29,2013
Ms.Phyllis Powell Michael D.Koenig, CPA
City Clerk Director of Finance
City of Jefferson,Missouri ALPLA,Inc.
320 E.McCarty 289 Hwy. 155 South
Jefferson City,MO 65101 McDonough,GA 30253
Mr.Victor Zarrilli
UMB Bank,N.A.
2 South Broadway, Suite 435
St.Louis,MO 63102
Re: $23,000,000 City of Jefferson, Missouri Taxable Industrial Development Revenue Bonds
(ALPLA,Inc.Project), Series 2012
Dear Phyllis and Gentlemen:
In connection with the above-referenced bond issue, enclosed is a CD-Rom containing the
Transcript of Proceedings. In addition for the Company, we enclose a paper transcript and an extra
CD-Rom. For UMB, we enclose an extra CD-Rom. For the City, we also enclose Document 9 —Annual
Activity Report for Municipalities — to include behind Tab 9 in the paper transcript we had previously
forwarded to you.
It was a pleasure to work with all of you. If you have any questions,please do not hesitate to call.
Very truly yours,
Job S.Lowry
JSL/djs
Enclosure
MISSOURI 1?N .Y 12 ,3 D
EPARIMQdCOFEODNOMtC DEVELOPMENT C
B
ANNUAL ACTIVITY REPORT FOR MUNICIPALITIES WAR YEAR 201
Pursuant to Section 100.105 RSMo,a municipality Is required to file the following report With the Department of Economic Development on the previous years
revenue bond Issuances and errenal obligation bond Issuances Thereport must be filed no later than Janua 31M of the year follovoing the issuance.
COMPLETE ONE FORM FOR EACH BOND ISSUE IPLEASE TYPE OR PRINT
PART I—MUNICIPALITY
1 NAMEOFMUNICIPALITY
City of Jefferson,Missouri
STREET ADDRESS PO BOX CITY OR TOWN LP LOOS
320 East McCarty Street Jefferson City 65101
2 NAME MUNICIPALITY SPOKESPERSON TITLE TELEPHONE
Nathan Nickolaus,Esq. City Administrator (573)634-6410
PART 11—CHARACTERISTICS OF . BONDS
1 PROJECT ALLOCATION NUMBER OF APPLICABLE) 2 NAME OF BENEFICIARY FIRM FOR WHICH BONDS WERE ISSUED
Ida ALPLA,Inc.
3 BENEFICIARY FIRM STREET ADDRESS POBOX CITYORTOWN 2IPCODE
2662 Militia Drive I Jefferson City,MO 65101
4 AGE OF BUSINESS OF BENEFICIARY FIRM(NO OF YRS) 5 TYPE OF BUSINESS OF BENEFICIARY FIRM(81C OR MICE R)
]Q years I NAICS Code: 326160 - Plastic Bottle Manufacturing
6 ASSETS OF BENEFICIARY FIRM(ALL LOCATIONS,WHEREVER LOCATED)
$302,000,000
7 PREWOUS YEARS SALES OF BUSINESS FOR WHICH BONDS WERE ISSUED(ALL LOCATIONS,WHEREVER LOCATED)
$253,000,000
e TOTAL NO OF EMPLOYEES OF BUSINESS FOR WHICH BONDS WERE ISSUED(ALL LOCATIONS,WHEREVER LOCATED) 9 U.S CONGRESSIONAL DISTRICT PROJECT IS LOCATED IN
780 4th
PART III—CHARACTERISTICS OF BOND ISSUE
I TOTAL AMOUNT OF THE BONDS ISSUED 2 DATE OF ISSUANCE
$2.000,000 12/21/2012
3 INTEREST RATES)OF BONDS(ATTACH MATURITYBCHEDULE,IF NECESSARY) { TERM OF BOND ISSUE(E O,PRINCIPAL AMORTIZATION PERIOD)
5.00% Onematurity - 12/1/2017
5 NAMEANDADCEESSOFUNDERWRITER(S),IFANY
n/a
6 NAMEANOADORESSOFGUARANTORS(S),IFANY
n/a
7 ESTIMATED NUMBER OF NEW JOBS TOM GENERATED BY THE PROPOSED PROJECT
INITIALLY 0 ULTIMATELY 25 NOTAPPUCABLE ❑
8 T TAL ESTIMATED COST OF THE PROPOSED PROJECT 10. TYPE OF PROJECT(CHECK ONE)
2,000,000
9. DISPOSITION OF BOND PROCEEDS ESTIMATED ❑NEW BUSINESS
A) LAND ❑ESTABLISHMENT OF BRANCH/PLANT BUSINESS
B) BUILDINGS
❑ACQUISITION OF EXISTING BUSINESS
C) MACHINERY&EQUIPMENT $2,000,000 ®EXPANSION OF EXISTING BUSINESS
D) ISSUANCE EXPENSES ❑ REFINANCING OF EXISTING BUSINESS
E) OTHER
PART IV-SUBMISSIONS
1. Attach a co of the guaranty instrument,if any.
2. Attach a f thwreliminary official statement,if any.used when offering the bonds for sale.
SIGNATURE OF IG LITY ESPERSON RETURN NO LATER THAN JANUARY 31 TO:
Department of Economic Development,Legal Unit
301 West High Street,Room 660
DATE P.O. Box 1157
oll 12/21/2012 Jefferson City,MO 65102
M0E10. 14(141)