Loading...
HomeMy WebLinkAboutResolution 2017-14 (2010 COIT Refunding)RESOLUTION NO. 2017-14 RESOLUTION OF THE CITY OF CARMEL REDEVELOPMENT COMMISSION AUTHORIZING THE EXECUTION OF AN AMENDMENT TO AN EXISTING LEASE AGREEMENT BETWEEN THE CITY OF CARMEL REDEVELOPMENT AUTHORITY AND THE CITY OF CARMEL REDEVELOPMENT COMMISSION AND APPROVING CERTAIN MATTERS 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"); and WHEREAS, the Authority, as lessor, and the Commission, as lessee, entered into a Lease Agreement, dated as of December 9, 2009, as amended by an Addendum to Lease, dated as of January 13, 2010 (collectively, the "Original Lease"); and WHEREAS, the Authority previously issued its County Option Income Tax Lease Rental Revenue Bonds of 2010, dated January 28, 2010 (the "2010 Bonds"), in the original aggregate principal amount of Twenty -Five Million Six Hundred Seventy -Five Thousand Dollars ($25,675,000), pursuant to a Trust Indenture, dated as of January 1, 2010, between the Lessor and The Huntington National Bank (successor to UMB Bank, N.A.), as trustee, for the purpose of procuring funds to finance the costs of certain road improvements and other infrastructure projects in the City, pay capitalized interest on the 2010 Bonds, fund a debt service reserve fund, and pay costs incurred on the account of the issuance and sale of the 2010 Bonds; and WHEREAS, the 2010 Bonds are currently outstanding in the aggregate principal amount of approximately Twenty -Four Million Two Hundred Twenty -Five Thousand Dollars ($24,225,000); and WHEREAS, Indiana Code 36-7-14.5 authorizes the refunding of bonds issued by the Authority; and WHEREAS, due to favorable market conditions, the Authority desires to refund all or a portion of the outstanding 2010 Bonds (collectively, the "Refunded Bonds") in order to effect a savings in the interest costs on the Refunded Bonds; and WHEREAS, the Authority has adopted, or is expected to adopt, a resolution authorizing the issuance of one or more series of refunding bonds designated as the "City of Carmel Redevelopment Authority Local Income Tax Lease Rental Revenue Refunding Bonds, Series 2017 (with such additional or different series designation as may be determined to be necessary or appropriate)," in the aggregate principal amount not to exceed Twenty -Nine Million Five Hundred Thousand Dollars ($29,500,000) (the "2017 Bonds"), for the purpose of providing funds to (a) effect a refunding of all or a portion of the Refunded Bonds, (b) if necessary, fund one or more debt service reserve funds or pay the premiums for one or more debt service reserve fund surety policies, and (c) pay the costs incurred on the account of the issuance and sale of the 2017 Bonds, including any premiums for a municipal bond insurance policy or other form of credit enhancement for the 2017 Bonds; and WHEREAS, pursuant to the Original Lease, as consideration for the Leased Premises, the Commission has agreed to pay the Authority fixed annual rental payments, for each six-month period ending on each June 15 or December 15 (each a "Semi -Annual Period"), an amount equal to the multiple of $1,000 next higher than the sum of principal and interest due on the 2010 Bonds in such Semi -Annual Period, plus an additional $5,000 each Semi -Annual Period to cover the certain administrative costs and expenses related to the 2010 Bonds, all payable in advance in semi-annual installments on June 15 and December 15 of each year; and WHEREAS, the Commission now desires to approve an amendment to the Original Lease, in substantially the form presented at this meeting (the "Lease Amendment"), for the purpose of reducing the annual lease rental payments due under the Original Lease to correspond with the reduced debt service owed with respect to the 2017 Bonds, plus certain annual administrative costs and expenses related to the 2017 Bonds, thereby realizing a portion of the savings achieved by refunding the Refunded Bonds; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF CARMEL REDEVELOPMENT COMMISSION AS FOLLOWS: 1. The Commission hereby approves the issuance of the 2017 Bonds. 2. The Commission hereby approves the proposed Lease Amendment in the form presented at this meeting. The President or any other officer of the Commission and the Secretary of this Commission are hereby authorized and directed, on behalf of the City, and subject to obtaining approval from the Common Council of the City (the "Common Council") by the ordinance referred to in paragraph 4 hereof, to execute and deliver the Lease Amendment in substantially the form presented at this meeting, with such changes in form or substance as the President or any other officer of the Commission shall approve, such approval to be conclusively evidenced by the execution thereof. 3. The annual rentals payable by the Commission under the Original Lease, as amended by the Lease Amendment (the "Lease Rentals"), shall be payable solely from a portion of the City's distributive share of the county option income tax imposed pursuant to IC 6-3.5-6 (repealed) on the adjusted gross income of taxpayers in Hamilton County, Indiana (the "County"), which now has been codified at IC 6-3.6 and reclassified as the certified shares component of additional revenue derived from the expenditure rate tax under IC 6-3.6 (referred to herein as the "LIT Revenues"), and pledged to the Commission for the payment of such Lease Rentals. 4. The Secretary of the Commission is hereby directed to transmit to the Common Council a copy of this Resolution and to request from the Common Council an ordinance approving the Lease Amendment and pledging the LIT Revenues to the payment of the Lease Rentals due thereunder. 5. The President, Vice President and Secretary of this Commission, and each of them, is hereby authorized and directed to take all such further actions and to execute all such instruments as are desirable to carry out the transactions contemplated by this Resolution, including, but not limited to, a continuing disclosure agreement (if necessary) and closing 4 certifications, in such forms as the President, Vice President or Secretary executing the same shall deem proper, such desirability to be conclusively evidenced by the execution thereof, and any and all actions previously taken by any member of the Commission or representatives of the Commission in connection with the foregoing resolutions, be, and hereby are, ratified and approved. 6. This Resolution shall be in full force and effect after adoption by the Commission. ADOPTED the 19th day of September, 2017. CITY OF CARMEL REDEVELOPMENT COMMISSION President • l Vice President DMS 108142300