Loading...
HomeMy WebLinkAboutResolution CC-01-04-16-03 Lease Between CRC and Carmel Redvelopment AuthoirtySponsor: Councilor Carter RESOLUTION CC -01-04-16-03 ►__ 0 -►lay, A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, APPROVING A LEASE BETWEEN THE CITY OF CARMEL REDEVELOPMENT AUTHORITY AND THE CITY OF CARMEL REDEVELOPMENT COMMISSION AND TAKING OTHER ACTIONS RELATED THERETO WHEREAS, the City of Carmel Redevelopment Authority (the "Authority") has been created pursuant to Indiana Code 36-7-14.5 as a separate body corporate and politic, and as an instrumentality of the City of Carmel, Indiana (the "City") to finance local public improvements for lease to the City of Carmel Redevelopment Commission (the "Commission"), as the governing body of the City of Carmel Redevelopment District (the "District"); and WHEREAS, the Authority has adopted, or is expected to adopt, a resolution indicating its intent to issue one or more series of its lease rental revenue bonds, all or any portion of which may be taxable or tax-exempt for federal income tax purposes, in the maximum original principal amount of Twelve Million Dollars ($12,000,000) (collectively, the "Bonds"), to provide funds for the purposes of: (a) financing the acquisition by the Authority from the City of the real property described in Exhibit B to the Lease (as hereinafter defined) (the "Real Property"), and the use by the City of the proceeds of such sale to finance or reimburse the cost of the design, construction, renovation, improvement and/or equipping of the projects identified on Exhibit A hereto and made a part hereof (clause (a), collectively, the "Projects"); (b) if necessary, funding a debt service reserve fund or paying the premiums for one or more municipal bond insurance policies and/or one or more debt service reserve fund credit facilities, if any; (c) if necessary, paying capitalized interest on the Bonds; and (d) paying all costs incurred on account of or in connection with the issuance and sale of the Bonds, including the premiums for any credit enhancement or credit facility purchased in connection with the issuance of the Bonds (clauses (a) through and including (d), collectively, the "Program"); and WHEREAS, the Authority and the Commission have adopted, or are expected to adopt, resolutions approving a proposed Lease Agreement in the form presented at this meeting (the "Lease") for the purpose of paying the principal and interest on the Bonds issued pursuant to Indiana Code 36-7-14.5 to finance the Program; and WHEREAS, the annual rentals (the "Lease Rentals") payable by the Commission under the Lease will be pledged by the Authority to pay debt service on the Bonds; and WHEREAS, the Commission reasonably expects to pay the Lease Rentals during the term of the Lease from certain tax increment revenues derived from one or more allocation areas established within the District to be received by the Commission pursuant to Indiana Code 36-7-14, as amended, or other legally available revenues of the Commission, and the payment of the Lease Rentals will be secured solely by a back-up pledge of the revenues derived by the Commission from the levy of a special benefits tax pursuant to Indiana Code 36-7-14-27; and VERSION A - 1/18/16 WHEREAS, the Commission scheduled a public hearing regarding the Lease pursuant to Indiana Code 36-7-14-25.2, as amended, and published a notice of such public hearing pursuant to Indiana Code 5-3-1, and said public hearing has been held and all interested parties were provided the opportunity to be heard at the hearing; and WHEREAS, pursuant to Indiana Code 36-7-14.5-14 and Indiana Code 36-7-14-25.2, the Commission has adopted a resolution finding that the lease rental payments to be paid by the Commission to the Authority pursuant to the Lease are fair and reasonable, and that the terms of the Lease are based upon the value of the Leased Premises (as defined in the Lease) and the use of the Leased Premises and the Projects throughout the term of the Lease will serve the public purpose of the City and is in the best interests of its residents; and WHEREAS, the Common Council of the City (the "Common Council") desires to approve the Lease pursuant to Indiana Code 36-7-14-25.2, which provides that any lease approved by a resolution of the Commission must be approved by an ordinance or resolution of the fiscal body of the City; and WHEREAS, the proceeds of the sale of a portion of the Real Property to the Authority (the "Sale Proceeds") have not been included in the existing budget for the City, and the City now desires to appropriate the Sale Proceeds for the purpose of being applied to the payment of the costs of the Program; and WHEREAS, notice of a hearing on said appropriation has been duly given by publication as required by law, and the hearing on said appropriation has been held, at which all taxpayers had an opportunity to appear and express their views as to such appropriation; NOW, THEREFORE, BE IT RESOLVED BY THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, as follows: Section 1. Approval of Lease and Bonds. The Common Council hereby approves the issuance of the Bonds and the execution and delivery of the Lease, as approved by the Commission, pursuant to Indiana Code 36-7-14-25.2, including, if necessary, the levy by the Commission of a special benefits tax pursuant to Indiana Code 36-7-14-27 during the term of the Lease to provide necessary funds from which to pay the Lease Rentals under the Lease, all upon the following conditions: (a) the maximum aggregate original principal amount of the Bonds shall not exceed $12,000,000; (b) the maximum annual lease rental payment during the term of the Lease shall not exceed $2,200,000; (c) the maximum interest rate on the Bonds shall not exceed six percent (6.00%) per annum; (d) the Bonds may be subject to redemption prior to maturity on any date not earlier than five (5) years following the date of issuance of the Bonds, with such specific dates and redemption terms determined at the time of the sale of the Bonds and approved by the Authority in the purchase agreement for the Bonds, all upon the advice of the financial advisor to the Authority; (e) the maximum term of the Lease shall not exceed twenty (20) years; and (f) there shall be no capitalized interest associated with the Bonds. Section 2. Sale of Right -of -Way; Appropriation of Sale Proceeds. The Common Council hereby authorizes the sale to the Authority of the existing Real Property which will comprise or be included in the Leased Premises under the Lease, for a price sufficient to cover the costs of the Program, but in any event not to exceed $12,000,000. The Mayor, Clerk -Treasurer and other officers of the City are hereby authorized to take such actions and execute such documents as VERSION A - 1/18/16 2 may be necessary to effectuate such sale and transfer. There is hereby appropriated a sum not to exceed $12,000,000, together with all investment earnings thereon, to be provided for out of the Sale Proceeds for the purpose of providing funds to be applied to the costs of the Program. Such appropriation shall be in addition to all appropriations provided for in the existing budget and shall continue in effect until the completion of the Program. The Mayor and the Clerk -Treasurer are hereby authorized to take all such actions and execute all such instruments as are necessary or desirable to effectuate this appropriation, including the filing of a report of this appropriation with the Indiana Department of Local Government Finance. Section 3. Revenue Deposit Agreement. The Council hereby approves the Amended and Restated Revenue Deposit Agreement between the City and the Commission substantially in the form presented to this meeting. The Mayor and Clerk -Treasurer are hereby authorized to execute the Amended and Restated Revenue Deposit Agreement on behalf of the City. Upon execution of this agreement, the Council authorizes the termination of the existing Revenue Deposit Agreement between the City and the Commission dated as of November 20, 2012, as amended by the First Amendment to Revenue Deposit Agreement dated as of December 5, 2013, and by the Second Amendment to Revenue Deposit Agreement dated as of May 29, 2014. Section 4. Authorization of Other Actions. Each of the Mayor, any member of the Common Council and the Clerk -Treasurer, and any other officer, employee or agent of the City is hereby authorized and directed, for and on behalf of the City, to execute and deliver any contract, deed, agreement, certificate, instrument or other document and to take any action as such person determines to be necessary or appropriate to accomplish the purposes of this Resolution, such determination to be conclusively evidenced by such person's execution of such contract, deed, agreement, certificate, instrument or other document or such person's taking of such action. Section 5. Severability. If any part of this Resolution shall be adjudged to be invalid by a court of proper jurisdiction, it shall be conclusively presumed that the Common Council would have passed the remainder of this Resolution without such invalid part. Section 6. Repeal of Conflicting Resolutions. All ordinances, resolutions and orders, or parts thereof, in conflict with the provisions of this Resolution, are, to the extent of such conflict, hereby repealed. Section 7. Effectiveness. This Resolution shall be in full force and effect from and after its adoption by the Common Council and upon compliance with the procedures required by law. VERSION A - 1/18/16 3 PASSED by the Common Council of the City of Carmel, this l g day of afisQv , 2016, by a vote of I"? ayes and D nays. COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA &.4=1 A -P � Presiding Officer Bruce Laura Abell evin D. Rider , Clerk-TreasurAr j of the City of Carmel, Presented by me to the Mayor of the City of CVCstine a, this daY . GA 2016, at `IA1 P.M. Paule , Clerk Treasurer Approved by in Mayor of the City of Carmel, Indiana, this `6 day of 7rA V 0 , 2016, at �l'.�t .M. J es Brainard, Mayor AT S 7 C 'stine Paul7ey, Clerk-TreasureU Prepared by: Bruce D. Donaldson Barnes & Thornburg LLP 11 South Meridian Street Indianapolis, IN 46204 VERSION A - 1/18/16 4 VYH RTT A DESCRIPTION OF PROJECTS All or any portion of (a) the design, inspection, construction, reconstruction, renovation, replacement, improvement and/or equipping of: (i) roads, streets or sidewalks; (ii) one or more hotels and related infrastructure improvements; (iii) multi -use paths or trails; (iv) plazas, squares, parks or other public common areas; (v) drainage improvements; (vi) lighting, streetscaping or landscaping improvements; or (vii) other local public improvements or other infrastructure projects; all of which are or will be located in, or directly benefitting and serving, certain redevelopment and/or economic development areas in the City, including, without limitation, the Old Towne Economic Development Area, the City Center Redevelopment Area, as amended and expanded, the 126th Street Economic Development Area and/or the Proscenium Economic Development Area; (b) the acquisition of any land or right-of-way necessary therefor; and (c) all utility relocation, acquisition, design, inspection, construction, demolition, renovation, remediation, improvement, excavation, site work preparation and/or equipping projects related to the projects described in clauses (a) and (b) and any and all costs related thereto (clauses (a) through and including (c), collectively, the "Projects"). DMS BBINGHAM 33569990 VERSION A - 1/18/16 A-1