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HomeMy Public PortalAbout030-2011 - Authorizing the issuance of EDC RevORDINANCE NO. 30-2011 ORDINANCE AUTHORIZING THE CITY OF RICHMOND TO ISSUE ITS "TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2011" AND APPROVING AND AUTHORIZING OTHER ACTIONS IN RESPECT THERETO WHEREAS, the Richmond Economic Development Commission ("Commission") conducted a public hearing and adopted a resolution on May 24, 2011, which resolution has been transmitted hereto, finding that the financing of certain economic development facilities of Spring Grove Development, LLC ('Borrower") complies with the purposes and provisions of IC 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 ("City") and its citizens; and WHEREAS, the Redevelopment Commission of the City has determined to pledge Tax Increment (as defined in the hereinafter defined Indenture) to be used to pay debt service on the Notes issued pursuant to a Loan Agreement between the Borrower and the City, dated as of May 1, 2011 ("Loan Agreement"). The City shall issue its Taxable Economic Development Revenue Bonds, Series 2011 (Whitewater River Project) ('Bonds") pursuant to this ordinance to finance the construction of residential dwelling units for higher education and vocational purposes which may also provide additional housing support for Reid Hospital and Indiana University East ("Project"), fund capitalized interest, fund a debt service reserve, if necessary, costs of issuance and related expenses. Debt service on the Bonds will be payable from the Note repayments; and WHEREAS, the Commission 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 for approval by the Common Council the Loan Agreement (including the form of Note); the Trust Indenture (including form of Bonds) 1/2607281.2 between the Issuer and the Trustee, dated as of May 1, 2011 ("Indenture"); and the Bond Purchase Agreement between the Issuer and the purchaser of the Bonds; NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF RICHMOND, INDIANA, THAT: Section 1. It is hereby found that: (i) the financing of the Project referred to herein and in the Loan Agreement approved by the Commission and presented to this Common Council; (ii) the issuance and sale of the City's Taxable Economic Development Revenue Bonds, Series 2011 (Whitewater River Project) ("Bonds"); (iii) the loan of the proceeds of the Bonds to the Borrower for the construction of the Project; (iv) the payment of the Bonds from the note payments under the Indenture and Note, which Notes are payable from payments to be made by the Borrower, offset by available Tax Increment; and (v) the securing of the Bonds by granting a security interest in the Trust Estate (as defined in the Indenture) to the Trustee under the Indenture; complies with the purposes and provisions of IC 36-7-11.9 and -12 (collectively, "Act"), and will be of benefit to the health and welfare of the City and its citizens. Section 2. The economic development facilities will consist of the Project as permitted by the Act. Section 3. At the public hearing held before the Commission, the Commission considered whether the Project would have an adverse competitive effect on any similar facilities located in the City as required by IC 36-7-12-21. The Commission also considered whether the Project would be of benefit to the public health and welfare of the City and found that financing the Project would be of benefit to the public health and welfare of the City and the Common Council hereby confirms that finding. -2- 1/2607281.2 Section 4. The substantially final forms of the Loan Agreement; the Indenture; and the Bond Purchase Agreement approved by the Commission are hereby approved (collectively, "Financing Agreement," referred to in the Act), 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 IC 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 may issue its Bonds, maturing no later than February 1, 2031, in the aggregate principal amount not to exceed $1,600,000. The Bonds are to be issued for the purpose of procuring funds to pay the costs of construction of the Project, all as more particularly set out in the Financing Agreement, which Bonds will be payable as to principal, premium, if any, and interest from the note payments under the Loan Agreement and Note or as otherwise provided in the above described Indenture. The Bonds shall be issued in fully registered form in denominations of $5,000 and integral multiples thereof or as provided in the above -described Indenture. The Bonds shall be subject to optional redemption prior to maturity at the option of the City, on any date no earlier than August 1, 2012, upon seven (7) days' written notice, at face value, plus in each case accrued interest to the date fixed for redemption, with no premium. The final redemption provisions will be set forth in the Financing Agreement. The Bonds may be issued as term bonds subject to mandatory sinking fund redemption. Payments on the Bonds are payable in lawful money of the United States of America by check mailed or delivered to the registered owners or by wire transfer as provided in the Indenture. The Bonds shall never constitute a general obligation of, an indebtedness of, or a charge against the general credit of the City as described in the Indenture. -3 - 1/2607281.2 Section 6. The Mayor and the Controller are authorized and directed to sell the Bonds to the purchaser thereof at a price not less than 97% of the par value thereof and shall accrue interest at a rate not to exceed 10% per annum. Section 7. The Mayor, Controller and the Clerk are authorized and directed to execute, attest, affix or imprint by any means the City seal to the documents constituting the Financing Agreements approved herein on behalf of the City and any other document which may be necessary or desirable to consummate the transaction, including the Bonds authorized herein. The Mayor, Controller and the Clerk are hereby expressly authorized to approve any modifications or additions to the documents constituting the Financing Agreements which take place after the date of this ordinance with the review and advice of the counsel; it being the express understanding of this Common Council that the terms of the Financing Agreements are in substantially final form as of 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 issued amount or maturity 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, Controller and the Clerk on the Bonds may be either manual or facsimile signatures. The Controller is authorized to arrange for delivery of such Bonds to the trustee named in the Indenture. Payment for the Bonds will be made to the trustee named in the Indenture, and after such payment the Bonds will be delivered by the Trustee to the purchasers thereof. The Bonds shall be originally dated as of the issue date. -4- 1/2607281.2 Section 8. The provisions of this ordinance and the Indenture securing the Bonds shall constitute a contract binding between the City and the holders of the Bonds, and after the issuance of the Bonds, this ordinance shall not be repealed or amended in any respect which would adversely affect the rights of such holders so long as the Bonds or the interest thereon remains unpaid. Section 9. This ordinance shall be in full force and effect from and after its passage. -5- 1/2607281.2 Passed and adopted by the Common Council of the City of Richmond, Indiana this _24th day of May , 2011. COMMON COUNCIL OF THE CITY OF RICHMOND, INDIANA _S/S Diana Pappin Presiding Officer Attest: S/S Karen Chasteen Clerk Presented by me to the Mayor of the City of Richmond, Indiana, on the _25th day of , 2011, at the hour of _.m. _S/S Karen Chasteen Clerk This ordinance approved and signed by me, the Mayor of the City of Richmond, Indiana, on the _25th day of _May , 2011, at the hour of _.m. S/S Sarah L. Hutton Mayor -6- 1/2607281.2